Wednesdays Are The Best
by SaveTheDaleks
Summary: A series of stories that present the interactions between Clara and the Doctor, how their relationship changes and their adventures between official episodes. Whouffle. They will also run people from the Doctor's past. Rating won't go above T. Starts after The Rings of Akhaten. Disclaimer: I own nothing, If I did, Matt&Jenna would stay would stay forever.
1. Chapter 1

**A/N: Hello! This is the first fanfic I've ever written, so don't expect too much. This takes places immediately after The Rings of Akhaten and continues through their adventures. I hope you enjoy reading! Note: **letters written in _italic_ are the Doctor's or Clara's thoughts. **WARNING: **Eventual whouffle, but I won't raise the rating above T, don't expect smut.

**I don't own anything about Doctor Who, all credits go to the BBC.**

* * *

"They wanted you to have it. Everyone, all the people you saved. You. No one else. Clara."

The Doctor smiled as Clara took her mother's ring and put it back on her middle finger. She looked at him and then hopped out through the doors of the TARDIS. The Doctor walked up to the doors and closed them, relieved that she didn't try to ask him _why_ she reminded him of someone who died. He rested his forehead on the door window, thinking about what she said a few moments ago.

_"Well whoever she was, I'm not her. Okay? If you want me to travel with you that's fine. But as me. I'm not a bargain basement stand-in for someone else. I'm not going to compete with a ghost."_

He smiled sadly, because she was actually wrong. It _was_ her, but he couldn't tell her that, could he? But she was right in one way, he shouldn't act like the Clara he met in Victorian London was still here, he had to focus on finding out more about Clara Oswald and the mystery that had intrigued him so much.

He walked up to the console and looked at his reflection in one of the small mirrors, observing himself and thinking. A sinister voice in his head spoke.

_"Look at you. The Last of the Time lords, The Oncoming Storm, The Predator of the Daleks. A man who could turn around armies at the mention of his name, look at what you've been reduced to. You're interested in nothing else than finding out who Clara Oswald is. You've become pathetic. You should just go back to your cloud and live out the rest of your life before you destroy any more lives."_

He mentally scolded himself, shoving his darker thoughts back into his head. He couldn't think like that, he shouldn't. He reminded himself, with a nostalgic smile on his face, that it was Clara who dragged him out of the abyss, who brought him back into the world of the living. _"But that__'s__ just it, __i__sn't it?" _he thought bitterly, _"you travel with someone, they make you happy again, and then they're violently torn from you, pushing you even further down the gutter. When will you just stop this?"_

The Doctor shook his head frantically, trying to push away those thoughts. _Get a hold of yourself._ He knew that even though he touched so many lives, saved the universe so many times, his dark side will always be with him. Every time he was angry or frightened, the part of him that killed his own kind would resurface and would try to gain control. This was why he needed companions - they made him better. They made him The Doctor.

He grinned at his reflection before straightening his bow tie and pulling the nearest lever. _One of the few benefits of having a time machine_, he thought. He didn't have to wait a whole week to meet Clara again, and that thought made him giggle like a ten year-old. He typed in the time coordinates before waiting for the TARDIS to materialize at the same place, but a week later. After the noise stopped with a loud thud, he ran to the doors, opened them and poked his head out to scan the street.

He couldn't see Clara yet and there was no car parked in front of the Maitland residence. He checked his watch: it was 7:01 AM, he was right on schedule. The Doctor waited for a minute, then frowned in confusion, then pulled out his sonic to scan the house. He was gone for a week, had something happened? Is Clara okay? Did she change her mind about travelling with him? _No... she wouldn't... __would she__? _The readings the sonic gave him were normal, everything was normal. So where was Clara?

* * *

He nervously started pacing in front of the TARDIS, thinking about what had happened. He left her alone for a week, did it happen again, did she die? A sense of dread filled him, thinking what he would do if she died because he didn't even bother checking on her. Suddenly, something grabbed him by the shoulder.

"BOO!"

The Doctor let out a high-pitched scream and jumped. He was terrified, his hearts racing. He turned around to see Clara standing right behind him. He tried to stop shaking as he frowned at Clara, who was grinning at him, her head shaking slightly, evidently trying to suppress her giggles.

"Clara, what on Earth are you doing? Stop laughing, it isn't funny."

Clara waited a few seconds for her laugh attack to stop. Her face then formed into a worried expression, as she saw how startled the Doctor was.

"Sorry, I just couldn't help it."

"It's okay," he assured her and smiled. "So... you ready?"

"Of course," she smiled and ran off into the TARDIS excitedly. She was wearing a short crimson dress and her hair was tied in a ponytail. The Doctor noted that she looked quite lovely. He caught himself staring at her. _Really, Doctor? You're 1251 years old, it's not like you've never seen a woman in a dress._ He followed her and ran to the console.

"So, I hope you've got a ready response this time - where do you want to go," he clapped his hands at ran next to Clara. "What do you want to see? Clara?"

Clara was distracted. Her eyes were exploring the interior of the TARDIS. After a few seconds, she turned towards the Doctor.

"Yes! Sorry. What I would like to see is... your snog box!" she said, pointing her index finger up to the ceiling of the TARDIS.

"Clara, please, it is not a snog box," he said, looking annoyed, but then his face formed into a smug grin. "It's called the TARDIS, which is short for 'Time And Relative Dimension In Space'. So please, use the correct term."

Clara pretended to contemplate that suggestion for a second, but then just shot back "Nah, 'snog box' is much more... catchy." She looked back at the Doctor to see his reaction, but he wasn't really listening. He took off his waistcoat and left it on the console and started rubbing his hands together, grinning happily, looking just like when he asked her to say 'Doctor who?' one more time. Clara noted to herself that he looked even taller and lankier in his shirt and braces. She caught herself thinking that he looked nice. _Stop that, _she thought. Slightly confused, said: "What are you so excited about? You look like an eight year-old at Christmas morning. Doctor?"

His expression became a mixture of sadness and happiness. After a short delay he said "Nothing, it-it's just... no one else really wanted to explore the TARDIS with me before."

"Really? All the people you travelled with, no one wanted to know more about a ship that can go anywhere in time and space?" Clara seemed genuinely surprised.

"Some of them did, but I had to drag them along. Why do you want to explore my ship?"

Clara arched an eyebrow. "Well... it is bigger on the inside and it has a garage. Also, you mentioned that it is the most powerful ship in the universe. What normal person wouldn't want to see that ship?"

The Doctor smirked and held out his hand. Clara took it and the Doctor's face broke out into a grin. They ran off into one of the TARDIS corridors.

"Just a heads up - there is a slight chance that we might get... well, lost," the Doctor murmured. "I don't really explore the TARDIS a lot." _Too many memories_, he thought bitterly.

* * *

"Just give me the basic tour."

The Doctor smiled. "Okay. First off, I think this is the Music room." The Doctor pressed a button next to a big door, which just melted away to reveal a large room with a disco ball. The Doctor ran inside and spread his arms. "Ta-da!"

Clara laughed and looked around. The room seemed endless. "So why is it called that? The Music room?"

The Doctor threw her an annoyed look. "Because that's exactly what it is. You imagine a song, any song, and if the owner of the ship agrees with it, it will play. So come on, think of a song. Concentrate on it."

Clara nodded and thought about it for a second, then she beamed at the Doctor when the music started playing. She was trying to find the source of the sound, but couldn't see any speakers. The room looked like it was endless. However, she caught the Doctor's expression with the corner of her away. He was still smiling, but his eyes - they seemed vacant, not really in the present. Clara couldn't really figure out the emotions behind his gaze, but he looked like he was on the brink of tears. For a moment, she thought she saw sadness, grief... and was it guilt?

"Doctor? What is it, what's wrong?"

Carmen by Georges Bizet was echoing through the room.

He caught her gaze and broke out of his trance. He quickly blinked away his tears.

"It's nothing, don't worry about it." he smiled sadly.

Clara gave him a warm smile and then skipped out of the room. The Doctor didn't move, he just kept standing in front of the door, waiting for Clara to leave it. As he walked out, he whispered: "Don't worry, Oswin. I still remember."

He smiled sadly and left the room. Once he and Clara started marching across the corridors of the TARDIS, he snapped his fingers and closed the door of the Music room, the music stopping as soon as the door closed.

* * *

The Doctor tried to stay in the present as Clara showered him with questions about the TARDIS. "You never really explained... _how_ is it bigger on the inside? How big is it? What do you keep in here?" He chuckled at her excitement. He didn't answer any of them, he spotted a TARDIS-blue door to his right, opened it and ran inside.

"Come on, this is one of my favorites! Come in."

Clara rushed into the room, and what she saw made her gasp with surprise.

She almost let out a scream as she looked around. The room had no floor, it looked like they were standing in thin air. Clara looked around the room. Everything was dark, pitch black, apart from where the Doctor was standing. Miniaturized projections of whole galaxies were slowly spinning around the Doctor. He reached for one of the galaxy projections and enlarged it. It was The Milky Way. He brushed through the dense layers of the galaxy with unrivaled speed, like he was trying to find something. He found a planet and smiled.

"Would you like to see it?" he asked.

"See what?"

The Doctor just grinned before taking the planet and throwing it at Clara. Before she could catch it, the planet suddenly enlarged and Clara saw what it was.

It was Earth. Clara slowly walked around the planet, trying to take in all the information. She always wondered what it actually looked like.

"This is where all of you humans live. Your home, in the year 2013. It's beautiful, isn't it?"

Clara didn't say anything, she just kept circling the planet, before turning to the Doctor.

"Why are you showing me all this?"

The Doctor looked alarmed after she said that; it was one of the last words Victorian Clara said to him before being dragged to her death by the Ice Governess. He took a deep breath before replying.

"What do you mean?"

Clara looked at him with raised eyebrows. "I mean what I said. Why are you showing me all of this, why did you come knocking to the Maitlands' house dressed as a monk?"

The Doctor was slightly taken aback by her tone. "Do you want me to take you back home?"

Clara looked at him and smiled warmly. "No, no, I don't. It's fun, travelling with you, but you're being so nice to me for... no reason what so ever, so I was just curious. Why are you being so nice to me?" She took his hand which slightly distracted the Doctor, his hearts skipping a beat.

The Doctor smirked. "Why wouldn't I be?"

"So you're just being generally nice?"

"Yes. Now, pick somewhere. On Earth."

"What? How do I do that?"

"Literally, pick a place on the planet. Anywhere, any time."

Clara immediately knew the answer and grinned.

"I always wondered what Las Vegas was like back in the eighties."

The Doctor took her hand and they ran towards to console, laughing and talking as they got ready for Vegas. However, things rarely go according to plan, so they end up visiting a sinking Soviet submarine.

* * *

**A/N: Thanks for reading Chapter 1! If you have any questions, if you want me to include anything in this story or if you don't like something and want me to work on it, please leave a review, any kind of feedback is welcome! If you liked it and want me to update more often, press 'follow', favorite or leave a review.**

**Bye!**


	2. Chapter 2

**A/N: I'm back! Here's Chapter 2, hope you enjoy it. This chapter is written in Clara's point of view. _Curved/italic letters_ symbolize the character's thoughts.**

* * *

After saying their goodbyes to Zhukov and the rest of the crew of the Firebird, the Doctor and Clara Oswald were now at the South Pole and were looking for the TARDIS. Clara was still in her dress she put on for Las Vegas and the Doctor was in his usual attire. The cold had begun to make her shiver as the Doctor started looking around nervously and he frowned when he failed to find the TARDIS.

Clara was thinking. Thinking about the events of the past week, and there was a lot of information to process. They (by they she means the Doctor) barely saved the world from nuclear war, but that wasn't what she had on mind right now. Something deep inside her mind was tugging at her, and she knew it was something she noticed about the Doctor. She was also thinking about her reaction to the past events and about the eight days it took them to reach the South Pole.

When Skaldak disarmed the nukes, the first thing she did was lunge at the Doctor and hold onto him for dear life. After that, they spent quite a long and awkward moment staring at each other. She also remembered the way her heart warmed when he cupped her face and told her she was really great. She scolded herself for being so clingy, but she knew that wasn't the thought she was trying to find.

She smiled when she remembered how the Doctor reacted at the fact that he would be forced to spend eight days just waiting to reach their destination. After spending the first three days trying to fix anything he could find that wasn't working perfectly, he eventually had to sit back and do normal things. When he wasn't in the middle of saving the planet, Clara found that he was actually a rather pleasant person to be around. He always had some interesting stories to tell, and he seemed to acknowledge getting Clara to smile as some kind of personal challenge. He also spent a lot of time reading - apparently, his pockets were bigger on the inside and he had some books in there. _For emergencies, _he said.

He seemed caring and very protective of the people around him. He had this sort of aura that made her feel that she could talk to him about anything. She almost laughed when she remembered how he would follow her around the ship like a dog or a bodyguard. He didn't seem to trust the crew about their intentions towards Clara. After all, maybe he was right; they didn't see a woman for quite a long time, and being in a submarine for a long time certainly didn't do any good to people.

Then Clara found the thing she wanted to discuss, and was about to ask the Doctor about it, but he interrupted her.

"Well... It would seem she decided to park a little further away." he said awkwardly.

"Oh, great. The time of my life, really. A week in a cramped and cold submarine, and now stuck on the South Pole," snapped Clara, "with an alien who doesn't know where he parked his snog box."

"Hah. Correction: stuck on the South Pole with a _cool _alien." The Doctor said smugly. "And it's still not a snog box!" he added hastily.

Clara scoffed. "Cool? You call yourself a cool alien?"

The Doctor turned around to face her, his face faked disbelief. "Yes, because that's what I am, just look at me!"

He ran his arms over his waistcoat. "Cool."

Then he pointed at his hair. "Cool."

Then he straightened his bow tie and finished with a huge grin.

"Cool!"

Clara burst out laughing, and the Doctor looked slightly embarrassed.

"What? Why are you laughing?"

"Because you're mostly wrong."

"Mostly?" He grinned, because everyone was highly opposed to all of his fashion choices. "So you must think some of these _are_ actually cool?"

"The waistcoat, yeah." _Although the hair is pretty cool, too. _Clara blushed slightly at that thought, but the Doctor just beamed, looking radiant.

"Wow, now that's a first," he said as he took off the purple waistcoat and wrapped it around Clara's shoulders once he saw she was cold. She gave him a warm thank-you smile, then he turned around and walked as he continued. "Usually, everyone finds my clothes absolutely ridiculous."

"They kind of are." Clara then halted. "Wait. You said it's still not a snog box. _Still not_ a snog box? So you think it will be? Well, someone's a bit keen." she finished in a playful voice.

His reaction was as Clara expected: he turned around, his face slightly red and his stammering voice had an apologetic tone. Clara smirked and raised her eyebrows. He held his hands up immediately to gesture his innocence.

"No, no! That's not- I would never... ah, just..." He tried to reach towards Clara whose smirk immediately grew and she fluttered her eyelashes seductively. "Ugh, why do you..." He finished his sentence by letting out an annoyed sigh and turning around.

Clara just giggled again; embarrassing this man was clearly going to be one of her favorite hobbies.

The Doctor just pulled out his sonic and scanned the area.

"Ah, this way."

* * *

They took a turn right behind a small hill and found the TARDIS. When they entered it, Clara remembered the question she wanted to ask him.

"Doctor?"

"Yes?"

"I wanted to ask you something." she said in a slightly uncertain voice. The Doctor turned around and smiled encouragingly for her to continue.

"When you were talking with Zhukov, you said a soldier knows another soldier and that Skaldak could smell it off Zhukov that he was a soldier."

The Doctor's smile faltered a bit, but he was still listening. "Yes?"

"But when he asked if Skaldak could smell it off _you_, you sort of tensed and ignored that question. Why?"

The Doctor snapped his eyes shut and turned around, avoiding Clara's gaze. However, she saw something in his eyes before he looked away; some kind of shadow, a hidden fire. It reminded her of the look on his face when he declared that he's a Time Lord and he was going to destroy the submarine.

The Doctor knew she was too smart to be lied to, so he decided it would be better if he just told her the truth. Rule One won't work this time.

"Doctor?"

She saw his face in the reflection of one of the panels on the TARDIS console. He grimaced bitterly. His eyes were vacantly looking at one of the levers.

"Skaldak could probably smell it the second I walked out of the TARDIS. If his ship is still near Earth, he can probably still smell it." He clearly didn't want to discuss it, but he continued. His voice was low and fierce. _He sounds like he really is 1,200 years old_, thought Clara.

"I'm not just a soldier, I'm much worse. Or at least I was. I'm trying not to be. Now I'm a soldier only when I'm forced to be one."

"What do you mean?"

"I mean I'm one of the most hated and feared individuals to some species. In some wars, I was usually accompanied by death and destruction. I presume you don't know any of my nicknames." He spat the last words like it was something he despised.

"No, I don't."

He shook his head. "That's good. Because they're not exactly nice."

"The Oncoming Storm, The Predator of the Daleks. I have many more. I'm usually described as the one who falls from the sky and destroys your world. I was even imprisoned under the charges that I was going to destroy the universe. Though, in fairness, I could have done that if I wanted to." He said the last sentence a bit more quietly, like he said it to himself.

"I roamed the universe for a thousand years, so I suppose you could say I'm well known now, but not in a good way. A lot of people are afraid of me."

Clara didn't really believe those things. He seemed like a nice and caring person, was he really that terrifying before? "Why? No offense, but you don't exactly seem like a warrior to me."

The Doctor smiled again, but this time it was much warmer and happier.

"That's because I'm with you, humans! Humans are brilliant. That's why most of the people I travel with are human."

Clara understood. "So, we make you a better person? We hold you back from being a warrior?"

He turned around and smiled.

"In a way, I suppose. And thank you for that, by the way."

Clara just shrugged and replied "Don't mention it." She smiled and waited for him to bring her home. However, he turned around and nervously glanced at her.

"So, you're okay with this? You let yourself travel with a madman with a blue box that's the most intimidating individual in the universe to some species, and you're okay with this?"

Clara smiled and looked at him like the answer was obvious. However, he didn't look convinced, so she decided to try to flatter him.

"Of course! You said it yourself: you're not a warrior anymore. As far as I can see, you're a time traveller with funny space hair, a fetish for bow ties and you seem to care about us a lot."

His features softened and he smiled, a bit sadly.

"I hope you're right." he replied more to himself. He turned around and started pulling levers and typing something into a keyboard. He navigated the TARDIS back to 2013 to the Maitlands. When they landed, he turned around, smirked and said "Funny space hair?"

Clara held back her blush by replying: "It is quite funny when combined with that chin."

"Oi, my chin is fine."

"Yeah, keep telling yourself that, maybe it will shrink."

She giggled as he scoffed and pouted.

"Well then, note for future regenerations: go easy with the chin."

"What?"

"Nothing, nothing. Anyway, we're here, it's Wednesday, you've been gone for 15 minutes. Same time in a week, right?" he said as he walked up to her.

"Yes. And next time, can we go where we actually planned to arrive?"

He smiled. "Yes, I promise. Well, then."

For a brief moment, he looked like he was about to hug her, but he didn't. Clara didn't know what to do – should they shake hands? Should they hug? _A kiss on the cheek would be too much to him_, she thought. She made up her mind.

"Good night, Chin Boy." Clara said, then she tapped his chin with her index finger, winked and grinned.

The Doctor seemed slightly confused by her actions, and he blinked rapidly, trying to stop himself from blushing. He failed.

"Yes... good night, Clara."

Then he turned around and sprinted back to the console. Clara wanted to see what he was about to do, so she just opened and closed the doors to make him think she left, then hid behind one of the pillars of the TARDIS and observed him, trying to get some material to tease him again.

* * *

The Doctor just leaned to the console and rested against it, looking down at the mirror near the controls. He had a goofy grin on his face and was smiling. Then he tapped his chin with his index finger, repeating the motion Clara did and he giggled like a child.

_Wow, he's really not used to being teased, is he,_ Clara said to herself, but she thought his reaction to her chin tap and wink was rather cute.

Then he started fixing his hair. "Space hair. Space hair is cool." He examined his hair from different angles and then grinned smugly. "It is cool isn't it?" he asked his reflection in the mirror in a low voice. "Yes, it is," he said. Clara had to bite her lip to suppress a giggle.

Then he sat back on the tiny chair next to the railing and sighed. He face palmed and looked like something was bothering him. He kept his eyes closed like he was talking to himself. She heard him muttering something along the lines of 'should have hugged' but that was all she could catch. She tried to listen in, but she was afraid he would see her.

Then he stood up and started pacing around the console room in a circle. He continued his monologue, but louder. She could clearly hear him now, he sounded like he was arguing with himself.

_But what is it about, _thought Clara.

"No, you thick old man. No, you can't, it's not right. Just a mystery, that's all. It can't be anything more. It shouldn't, what would River think of you? Just a human, she's a perfectly ordinary human girl, right? Right."

He sounded like he came to a conclusion and then he took a few deep breaths.

_Was he talking about me,_ Clara asked herself. However, she decides that he is a more than a century old and he probably barely knows her - it was silly to think she was talking about Clara, _wasn't it?_

Then he fixes his bow tie and swipes his hands across his shoulders like he was dusting them. Then he looked around and said "Where's it gone?" He frowned and said: "Right, she has it. Oh, well."

Clara then realized she was still wearing his dark purple waistcoat.

He was looking at the mirror and was very clearly examining his chin as Clara opened the doors of the TARDIS to pretend she wasn't here the whole time and walked up to him.

"Wow, you really a are Chin Boy, aren't you? Anyway, here's your coat back."

He looked like he was trying to find a witty response to his new nickname, but he gave up and said "Oh, right, thank you."

Clara put on a smirk. "You gave me your coat and you say thank you?"

"So?"

"You really are an alien." She said in a playful voice.

He just chuckled and replied "Good night again, Clara Oswald."

"Night."

She left the TARDIS. She could distinctly hear the Doctor repeat her words. "Chin boy?" he did that childish giggle again and Clara grinned as she entered the Maitlands house.

* * *

**A/N: I hope you liked it, next chapter in about 2 days, if you have any questions or any remarks or wishes, just leave a review and I will answer it in the next chapter. Any type of feedback is appreciated. Bye!**


	3. Chapter 3

**A/N: Hi again! Back with another chapter! Enjoy reading. First part is from the Doctor's perspective, second from Clara's perspective. ****_Italic/curved _****letters symbolize the character's thoughts.**

**Disclaimer: All Doctor Who rights belong to the BBC. I own nothing, otherwise Matt would still be the Doctor in season 8 and the whouffle would continue.**

* * *

The Doctor was sitting in his comfy chair in the TARDIS control room. He seemed to be doing that quite often: sitting back and thinking, rather than running. He was thinking about his actions, or more correctly, he was scared by them.

He dropped Clara off back to the Maitlands not two minutes ago. He had a lot on his mind. They spent the day ghost hunting, but they ended up saving a lost time traveller and getting two beasts together through dimensions. _It was quite a busy day._

He was still thinking about his reaction to the fact that there was two of the monsters.

_"It's the oldest love story in the universe: this one or any other. Boy and girl fall in love, get separated by events: war, politics, accidents in time. She's thrown out of the hex, or he's thrown into it. Since then they've been yearning for each other across time and space, across dimensions. This isn't a ghost story, it's a... love story!"_

He wasn't concerned about the things he said, he still finds it intriguing. However, he was concerned by the fact that he said all of this while wrapping his hand rather inappropriately around Clara and he was grinning while staring into her face. He doesn't do that, why was he doing that? Now that he thought of it, his little speech could have been understood in another way: was he really talking about the monsters? Or was it him and...

"No." he said out loud. "Oh, no, nononono."

_You can't do that, it's not right. She's 24, you silly old man. It's completely inappropriate._

He was confused. He invited Clara to travel with him so he could investigate her mystery; the fact that he liked showing her places didn't matter. But now it does. He's starting to find himself distracted by her company a lot, and he's starting to focus on taking her places and keeping her happy and safe, rather than finding out what she really is.

The Doctor never cared about people's appearance that much. People's stories and thoughts were what really formed his opinion about them. People can be as gorgeous as they want, but they meant nothing to the Doctor if they had no positive qualities in their heart. But Clara was a kind and selfless person, that's why he respected her.

However, today he caught himself staring at Clara several times, and he was confused by the fact that his brain considered her to be pretty. He has only known this version of Clara for a few days but he felt himself becoming sort of... devoted to her. He was scared. Scared by the fact that Clara was filling his hearts with an emotion he hasn't felt for a long time.

And frankly, it terrified him.

_You can't do that. You have to focus. Focus. She's a mystery, a thing that has to be uncovered. You'll achieve nothing by drooling over her. Focus._

He stood up, happy about the fact that he reached a consensus with the other voices in his mind.

Then promptly, he forgot the entire conversation he just had with himself and found himself putting in coordinates to Clara's house again. However nervous he was, he was excited to take her on her next adventure.

* * *

Clara was leaning against one of the railings in the control room. It was Wednesday again, time for her next day out, and she was waiting for the Doctor to change his clothes. Apparently, the purple coat needed a short vacation. After a few minutes, she saw him as he ran back to the control room, spinned in front of Clara and straightened his bow tie and asked her "How do I look?"

_Nice, _thought Clara. _No, stop it,_ she scolded herself.

"Exactly the same." He was still in his waistcoat and he didn't really look any different than before. The only difference was that he expected Clara to notice something. "Oh, wait. New bow tie!"

The Doctor laughed and nodded enthusiastically. "Ha-ha! Yes! I knew you'd notice." He patted his new dark red bow tie; he felt the old purple one didn't go well with his hair. "Also, it's not the same coat." he added.

"No?"

"No. This one is a bit less purple and a bit more brown, really, can't you see?" He faked disbelief.

Clara laughed. "Whatever, your clothes are still ridiculous."

"I believe the word you're looking for is cool. So, where do you want to go now?"

Clara thought about it.

"Yeah... can we go to an alien planet now? Somewhere nice? I mean, it was my house, then it was Akhaten, your box, a week in a cramped cold submarine, then a museum, and a big observatory on a space station... so take me somewhere nice and calm on an alien planet."

She turned around to see the Doctor with a slightly sad expression. He seemed offended. _Did I say something wrong?_

"Hey! Akhaten was nice, the TARDIS was nice! Don't say I don't take you nice places, it's... demoralizing." he finished with an annoyed look on his face. He turned around and crossed his arms, still sulking. Clara knew he was acting, but she chose to play along.

She sneaked up behind him and tapped his shoulder.

"Sorry then. So, you'll keep pouting or you're taking me to a planet, what's it gonna be, chin boy?" she said.

He smiled. "I know just the place, Oswald."

After a few seconds of holding on to the railing for dear life, the Doctor ran to the door of the TARDIS, but turned around, smiled and held out his hand, wiggling his fingers and giggling quietly, waiting for Clara.

"We're here. Ready, Clara?"

She took his hand. "Ready."

He dragged her out into the outside world, and swiped his free hand out into the air dramatically, like what he was showing her was something he created.

"Clara Oswald, welcome to Miolnar, the smallest and most beautiful planet in the Antalom system." he said as she examined her surroundings.

It was different, but most certainly beautiful. It wasn't neither cold nor warm. They were standing on a hill that was overlooking a vast white forest and huge red mountains in the distance. The air had a scent that reminded her of chamomile. The two suns on the sky, one emerald green and the other yellow, were making the grass glow with a peculiar yellow shine. The sky was a fiery red that became golden near the suns. The wind that howled through the trees sounded like whispers on a language she didn't understand.

"This is...it's... oh, my stars." was all Clara could say.

"Exactly."

She looked at the Doctor. He, too, seemed overwhelmed by the beauty of this place. _He's still holding your hand,_ Clara's minded alerted her, but she didn't mind it.

"This is incredible. Thank you for showing me this." she said, beaming at him.

He squeezed her hand. "No, thank _you_."

She scoffed. "_You're _thanking _me_? What for?"

"For coming with me."

She laughed. _Why is he being so nice to me?_

"You can count on it." she shot back.

He grinned. "Anyway, this planet is mostly unpopulated in this era, hence the undisturbed natural beauty of this place. But here's the best bit: this is merely a great view, there's so much more. Come along." He dragged her to the edge of the forest and they neared one of the trees.

The tree itself was only slightly larger than the Doctor, but the branches were enormous and were magnificent. The bark of the tree was soft and had a pale white color. The leaves varied between green and blue and looked like flower petals. The Doctor buzzed his sonic into one of the tiny holes in the bark of the tree, and Clara watched as a tiny butterfly slowly hovered out of the tree. Its wings were white and it emanated a faint blue glow.

The Doctor took Clara's hand and slowly extended it toward the tiny creature. She watched as the butterfly wiggled his wings to Clara's forearm and settled there. It was a beautiful feeling. Then the butterfly's wings changed their color to a warm red.

"How's it doing that? It's red now."

The Doctor smiled. "These butterflies are special, some of the cells in the skin of their wings have a low level telepathic field – they have the ability to respond to the emotions of the people in their close proximity. It's simple, really. Their wings have a sort of a network, or a web, well, I say web, it's more of a kind of a- I'm rambling again, aren't I?" he said when he saw Clara rolling her eyes.

"Yes, you are."

He chuckled as two more butterflies descended to her arm. It tickled her.

"Yes, anyway, their colors indicate how people near them are feeling right now. They can sense the thoughts of the beings around them, they're drawn to them. The stronger the person's emotions are right now, more butterflies will come. You have three red ones. Red usually means happiness. I'm glad you're happy." he added with a gleeful grin.

Clara giggled. "Of course I am, look at this place." She looked the Doctor in the eyes. "Are you happy, Doctor?"

He didn't reply, he was staring at his hand. Clara's eyes widened when she what was on his arm.

There was a huge amount of butterflies that were sitting on his hands, at least fifty on his right hand. But that wasn't what Clara found bizarre: it was the colors of the butterflies. Random shades of deep blue, white, purple, yellow and red were cresting over each other like waves, constantly changing, shifting. After a few seconds, a mix of red and blue were the most pronounced waves. When the colors settled, red was now clearly the most dominating color.

Clara thought about his words.

_"They can sense the thoughts of the beings around them, they're drawn to them. The stronger the person's emotions are right now, more butterflies will come."_

_So that's why there's so many of them. Does he really feel all of those things? I'd explode,_ thought Clara. She tried to understand the colors: red was happy, but what was blue or purple? Sadness, grief? When she wrapped her fingers around his left hand, the butterflies all became a golden orange before the Doctor waved his right arm to shoo them away.

The butterflies scattered, and he was blushing. _Why? _Clara understood: when she took his hand, it had clearly caused a reaction. She smiled at that thought, finding herself rather pleased about that, and just kept staring at Time Lord for a few moments.

"Doctor, what's orange?" she asked playfully, failing to hide a playful smirk when she saw the Doctor looking in every direction, but avoiding her eyes. He looked embarrassed.

"Orange?" he replied, his voice high.

"Yes, orange, what's orange?"

"Well, orange usually symbolizes feelings like excitement or bliss. Those are all humany-wumany feelings, I-I don't think..." he stammered, his cheeks completely red and he was doing his best to hide his face.

She felt butterflies in her stomach when she heard him. Excitement_? Bliss?_ She wanted to tease him mercilessly about it.

"Excitement? Down boy, I was only holding your hand."

She expected him to do his usual stammering and apologizing, but she was fondly surprised when he just looked at her and grinned nervously. They just stared at each other before Clara took a step nearer to him and linked her whole arm to his. The Doctor wasn't embarrassed anymore, he was smiling like a child, something Clara rarely saw.

* * *

A few hours later, they returned to the TARDIS. They spent the day peacefully roaming the forests of Miolnar, examining the beauty around them. Clara noticed the Doctor spent half the time staring at her, rather than at their surroundings. There would be no life-threatening situations right now. No fighting aliens or ghosts today, just enjoying each others company. What Clara didn't know was that today was the first day the Doctor spent like that after a long time.

He just let himself live in the moment, and he was, after a long time, truly happy.

* * *

**A/N: So, what do you think? Any feedback or questions is appreciated, in next chapter, the Doctor will visit some of his old companions and will talk about his feelings to someone. Thanks for reading, see you soon.**


	4. Chapter 4

**A/N: Hi. Thanks for the feedback, glad you like it so far guys, it means a lot! Back with next chapter, hope you enjoy reading this. **

**Doctor's point of view, no real whouffle in this chapter, sorry, this one is more about what went through the Doctor's head.**

**Side note: Did anyone see the interview with Matt at Comic Con at San Diego? When asked why he's leaving, he put his head in his hands and said: "I don't know, I don't know, I've made a mistake!"**

**SO DON'T MAKE THAT MISTAKE MATT, DON'T LEAVE YET, NO ONE WILL BLAME IF YOU IF YOU CHANGE YOUR MIND NOW!**

**Seriously, I'm still hoping that the BBC is cruelly teasing us and that Matt will stay in series 8, I just can't bear it that he's probably leaving.**

**Anyway, here's the chapter, enjoy.**

* * *

The Doctor was pacing nervously around the console room. He took off his waistcoat, and his hands were sweating. He was circling around the controls, his facial features were peaceful, but inside his own head he was having a heated discussion. His eyes were flickering around the room like he was in the middle of a dream. He was trying to control the voices, and they all seemed to be conspired against him. The voices weren't of foreign origin, not to him.

He was talking with himself, as usual. Only now, he wasn't really talking, he was in the middle of a battle with his own thoughts and personalities that went rogue, now refusing to follow his ideas and commands. He started pacing faster and tried to cover his ears with his hands, hoping that would stop the noise that was driving him mad.

_'Come on, do it. Let it go, it's easy.' _a voice said.

'No.' the Doctor thought.

_'Why not?' _another voice said.

'Be silent. All of you.' he commanded.

_'We ARE you. We're trying to help you.' _they all replied in unison.

'This won't help, don't you see, these things never help me!' He was suddenly highly annoyed by the fact that he was 1251 years old and couldn't even control his brain. He held back the urge to slap himself.

_'You're wrong, let us prove it to you. Let yourself go.' _replied the first voice.

Similar scenarios kept repeating in his mind, and he couldn't seem to win.

These voices have become so loud today he could barely stay in the present. They all started out as a whisper in the back of his head, back on the soviet submarine. But gradually, they became louder and louder, becoming like a conference room full of angry politicians.

The voices had reached a crescendo and became unbearable after the Doctor and Clara spent a wonderful day at the forests of Miolnar, a day they both seemed to put aside, never mentioning it, acting like it they didn't spend the day holding hands and making each other smile. They were both confused by how much they enjoyed each others company, that it seemed easier to simply stay at square one and act like it never happened. Not that the Doctor forgot it, of course, he couldn't get his mind off it.

_'Do it. You know you will, eventually. You can't hold back. Even if you try, you'll still be close to her, it's already completely natural to you, isn't it?'_

"Leave me ALONE!" the Doctor shouted out loud.

_'You are alone. And if you don't listen to us, you'll always be alone. __Forever. And do we have to remind you what you force yourself to become when you're alone? A lifeless husk, a shell. __Or even worse' _they said as the Doctor remembered the Valeyard. '_So don't let that happen. Let __yourself__ go. There's no need to hide anymore.__'_

They were all urging him to let his guard down.

"But it's not that simple." he whispered. His mind was a mess. His brain was tortured by the images that raced through his head: Amy and Rory smiling at him, then Clara hugging him, then the butterflies on his hands, then Clara falling to her death in Victorian London, then her grave where he promised Clara that he would find her, then River dying, then Rory dying in front of him... Random images were spinning through his head, making him feel dizzy.

He spent such a long time holding back, isolating and pushing himself away from everyone he could care about, because otherwise, it would always happen. It would always end, and he hated endings. He couldn't stand them.

He was now shouting as the voices in his head became louder.

"So if I can't stand people saying goodbye to me, why should I be allowed to even say hello to them? It's easier, can't you see? Imagine the attachment I would form if I did as you instructed. And then imagine the feeling, that debilitating, poisonous feeling you feel pulsing through your hearts as you can do nothing but OBSERVE as people, all the people around you DIE! Imagine that!" he shouted.

"And then, tell me, I dare you all, tell me again that I should let myself fall!" he screamed out in Gallifreyan, practically spitting out the last sentence.

His breaths were now quickened as he tried to calm down. He face palmed. _I'm actually properly talking to myself, aren't I? _He sighed.

Although he was fiercely opposed to their constant arguing that grew louder and louder, unfazed by his outburst, they did seem to have a point. He was running out of reasons to stay isolated – he had known that since Miolnar. He knew his willpower was weakening, and that he had to talk to someone about this. Someone who he could really talk to about things like these, someone who could relate to him. Someone with similar experiences. Someone who could fix this.

Then he smacked his forehead – of course!

Who else? Why didn't he think of this sooner? He knew it would be weird, but he was desperate, he needed advice from an expert.

He addressed the voices in his head: "Alright, alright. You got me. But, I'm just considering this. No decision has been made yet. Now, if you will all shut up now, I'm going for a stroll and then for a very interesting conversation."

His mind was then promptly filled with silence, as he felt his thoughts meld back into his own self, back into the complex web of his mind. He sighed in relief as he felt his sanity had been brought back. He hastily flew the TARDIS through the time vortex, and walked out of Sexy, before the voices returned. He was ready to have one of the weirdest conversations in his life.

* * *

He entered a large hall that resembled a cafe. There was at least thirty people in the room. The walls were dark, and there was barely any noise apart from the music. Everyone was very quiet.

_Good._

After a minute or two of observing the men at the bar, he had found him. The only man in the universe who could talk to him about this. The Doctor walked up next to the man in the black coat who was leaning against the bar, probably thinking about something. He sat next to him, looking at his face.

He still looked young, he would always look young. However, there was a certain look in his eyes that clearly said the man wasn't young. He was old, very old. He didn't appear to notice the Doctor, but he probably did. _He takes a sip of his drink exactly every 9.6 seconds,_ the Doctor observed. Then the man turned to face the Doctor, already knowing someone was there.

"You have a weird dress sense, pal." said the American after observing the Doctor's clothes.

The Doctor just smiled and nodded, waiting for the former time agent to recognize him, but trying to keep focused. He knew that this man could talk about anything for hours, so he had to keep focused to the matter at hand. The man observed his face and frowned slightly, dropping his cheerful demeanor.

"The look in your eyes, I remember only one man who had that look."

"Did you? Who was he?" the Doctor replied, feigning ignorance.

The man's eyebrows narrowed for a few seconds, like he was making sure of something. Then his eyes widened and his frown turned into a grin as Jack pulled the Time Lord into a bear hug.

"Doctor!"

"Ha-ha! The one and only, Jack Harkness!" the Doctor said after escaping Jack's grip.

Jack put the drink aside and was glowing that he could meet his old friend again. They immediately started talking about everything they could. They spent at least twenty minutes rambling about anything they could think of, until they got to his new regeneration.

"So, how old were you last time?"

"Well, I was 907. And now I'm 1251. So, it's really been a while."

Jack nodded. "Yeah, it has. To me as well." He gestured towards the Doctor. "New face, I see."

The Doctor nodded. "Yes, what do you think? People never actually told me do I look fine."

Jack observed him. "Well, you're alright, bit peeky, funny hair, but the chin-"

"Oh, the chin, _always_ the chin." the Doctor interrupted him, rolling his eyes.

Jack laughed, but soon frowned.

"Doctor, what are you doing here?"

The Doctor's smile faltered. "What do you mean, I'm visiting an old friend, speaking of that, how old are you now?" he tried to direct the conversation into a different way, but Jack wouldn't back down.

"572, but that's not important. I know you good enough to know that you never really visit, Doctor. So tell me, what's wrong?"

"I never visit? Me? I-" the Doctor sighed, giving in. "Fine."

"I need to talk to someone who can help me, and to my knowledge, you're the only person that can do that." he said lamely.

Jack smirked. "If you needed someone for that kind of thing, Doctor, why didn't you just say, we can-"

The Doctor remained stern, intent on solving this problem. "That's not what I meant, Jack. You're the only man I know that has enough experience, and who has probably been in a similar situation."

Jack's face became serious as well.

"Then talk, old man, what is it?"

The Doctor sighed, preparing himself. He picked out every word carefully, knowing that he's about to tell someone what's been dormant in his head for a long time.

"Captain... I've gotten myself into a difficult situation."

"You always do, but keep going."

"You know that I travel, don't you? Travel with people. And, a while ago, I lost my closest friends, and it was my fault. Then I... retired. For about 50 years. And recently, I had been forced out of retirement, back into adventuring. And right now, I'm travelling with... someone." he said, trying to keep Clara out of this.

"Sulking for 50 years? Wow. Still, keep going."

"Not sulking, I-. Let's just stay focused. So... you know our situation, Jack, we don't grow old. We... remain. There's nothing we can do about that. Now, I don't know how you deal with this, but I run. I run and run as fast as I can, and I made that part of my rules."

"Rules?" he asked, taking a sip of his drink and waiting for the man to continue.

"Yes. Rules that protect me, and by extension, the people around me. Don't. Get. Too. Involved." he punctuated every word with a snap of his fingers.

"Don't get too close. I usually have no problem with these rules, they help, they really do. But right now, I..." He didn't know how to continue.

"Doctor, if you're gonna give me the half the story, I'm not telling you anything."

The Doctor sighed. _Looks like I have to tell him._

"Okay. I met someone, and I'm travelling with that someone, and I... I can't help but start to doubt my rules. That someone made me feel... different. Like I haven't felt for a really, really long time... and I think I..." he stopped himself, trying to approach the problem in a different way. "If I give in and abandon those rules, it will end anyway, and it will be... hell."

"So, I came here to ask you something." he added.

"Then ask."

The Doctor frowned for a few seconds, trying to find the right question that would, when answered, solve this problem. His hearts started beating faster, knowing that Jack's answer would probably have a huge impact on the Doctor's future actions.

"Is it worth it?" he asked and looked Jack in the eye.

"What do you mean?"

"I mean what I said. If I give in and let that person enter my life completely, knowing that they will one day perish, will it be worth it?" he said, his gaze locked onto Jack's eyes, waiting for the answer.

Jack frowned, probably understanding the Doctor's problem. Neither of them spoke for a minute, before Jack responded, talking very slowly, like he was trying to channel all of his experience into his words.

"You're right. This is how we live, we're forced to outlive everyone. That's how it works." he stopped for a few seconds, trying to find the right words. "From my experience... those rules won't help you for long. Eventually, you'll become so alone that you'll start breaking your rules subconsiously, against your own will.

I know that it hurts losing someone like that, but it will happen again eventually, there's nothing you can do about it."

The Doctor smiled sadly. He knew Jack would tell him this, and he did a small victory dance inside his head, mocking the voices he had argued with previously.

However, Jack continued.

"So my advice... is... yes. It's most definitely worth it."

The Doctor tensed. _What? WHAT?_ He expected Jack to say completely the opposite.

"What?" he blurted out.

"It's worth it, it is."

"How?" he asked, bewildered.

"You will never forget that _someone_."

The Doctor scoffed. This made no sense. "And that's a good thing?"

"Yes."

"How so?"

"It's simple, you know it."

The Doctor frowned.

"Is it simple? Really? After that person fades away, everything I look at will remind me of them. Almost everything. I know, there are ways of forgetting, but I will never forget. Not really. When I look at a planet, when I hear someone talking like we used to talk, when I look at some rooms in the TARDIS, when I see a person who looks like they did... everything will remind me of them. I'll miss them too much, it doesn't matter if I lose them, or they get left behind, or they're killed or die of old age...it's just..." he sighed and buried his head in his hands.

Jack smiled warmly and put a comforting hand on the Doctor's shoulder.

"Yeah, you will miss them."

He kept talking. "But you're looking at this the wrong way. When you remember them, yes, you will be sad, you will be heartbroken."

The Doctor nodded. He knew this better than anyone.

"But you will also remember all the good times, all the time you spent together, and it will make you happy long after they're gone. You're right, everything will remind you of them, but it won't just remind you that they're gone. You will see the smile on their face again, you will hear the way they laugh again. And that beautiful feeling will be much stronger than grief of guilt, and it will always remain with you. Trust me."

The Doctor thought about it. _You know, I never really thought about it this way. _He snapped his eyes shut, trying to stop that train of thought. "Yes, but don't you see, it's easier if I simply don't let any of that happen!"

Jack scoffed. "Yes, it's easy. But the easiest ways are not always the best ways. If you don't do it, you will never know what could have been, or how happy you could have been."

The Doctor shook his head, trying to find a way to get out of this.

"Yes, but... but what about the fact that they are so... brief? Their life is like a dream, it's beautiful, but so very... brief. As much as I care about her, she will fade, one way or the other."

"Oh, so there's a she." Jack whistled. "Yes, it is brief, and that makes the time you spend with her even more precious, doesn't it? So don't waste it." he said. "Besides, there are ways, you know. In the future. Ways of extending human lives to more than three hundred years."

The Doctor frowned. He never really thought about that, but he knew Jack was right in a way. There are some ways, some medications or machines that could slow down the aging process significantly. He grinned at the fact that he could spend _three hundred years _with his Clara. He felt himself weakening, very close to letting go and doing what Jack said. He ran out of reasons to let go.

"Besides, how long have you known her?"

"About a week to her."

Jack laughed. "Just a week? What is going on with you, Doctor? If I didn't know you any better, I'd say you're becoming more and more human. She must be very special." he said.

The Doctor smiled. "She is."

Jack was thinking. After a few moments, he asked a question that had a huge importance in this, and a question the Doctor managed to completely put aside.

"And does she like you?"

The Doctor looked at Jack, suddenly scared.

"You know, I... I don't have a clue." he laughed at his own stupidity: he presumed Clara would spend her life with him, but he didn't actually even know how she felt about him.

"I really have no idea."

Jack laughed. "I've never seen you like this before, Doctor. I've seen horny teenagers that are less smitten than you."

"Yes, but-but I can't do it, it's wrong, because-" he stammered, but Jack interrupted him.

"For God's sake, Doctor! If you're so stuck up in your own ways, if you're ready to keep denying the truth, why are you even here?"

"I don't know, I really don't. I think I just needed someone to show me the way." he answered truthfully.

Jack grinned. "Then I'll show it to you. Go, old man. Go to her. Enjoy her company, and stop being so afraid of having someone you care about. If it makes you happy, do it. Understood?" he asked.

The Doctor stood up. He was defeated, he now knew that. He grinned and saluted Jack. "Understood, Captain."

"Good. Now, when you leave, don't think you got away from me for good. I think I'll be needing your help about something soon, I'll see you then, and hopefully, I'll meet your lady friend." he added, winking.

The Doctor's face immediately reddened."Ah, Jack, if that happens, can I ask a favor, if you meet her, can you not be, you know, like you usually – you know, when you..." he spoke lamely as he tried to gesture something with his hands and with his face as Jack's eyebrows travelled further and further up his forehead. The Doctor just ended up looking completely insane.

Jack broke out in a fit of laughter, and after calming himself said: "Oh, someone is already jealous, are we, Doctor? Relax, buddy, she's all yours."

The Doctor sighed in relief. "Good. Well, then. 'Til the next one, Captain."

"Yeah. Bye, Doctor."

The Doctor walked out into the bar, got into the TARDIS, and realized that he made his decision. There was no talk inside his head, as he now agreed with the voices. Nothing will stop him now. Hopefully, he wouldn't be so obvious around Clara.

Even though he had no idea how Clara actually felt about him, he thought it was worth a shot. He gleefully smiled as he put in the coordinates to the Maitlands house, ready to take Clara to their next adventure.

**A/N: Hope you liked this chapter, it was a bit longer, took me quite some time. If you have any suggestions for next chapter, please let me know, all kinds of feedback are highly appreciated. I really want to know what you guys think. Anyway, until the next one, bye!**


	5. Chapter 5

**A/N: Hello again! Back with another, much longer chapter, with a bit less awkward Doctor, mention of Victorian Clara and some adventure. Enjoy.**

**Chapter written in Clara's point of view. Curved/italic letters symbolize Clara's thoughts.  
**

**DISCLAIMER: I don't own Doctor Who. If I did, Matt and Jenna would both stay as head actors forever and the whouffle would continue in Series 8, 9, and probably until Series 100.**

* * *

Clara was sitting on the small red leather chair near the railing of the TARDIS. She was bored out of her mind, still waiting for the Doctor to appear out of one of the countless corridors of his time machine. He seemed to get lost very often. _You'd think that he'd know his way around his ship after hundreds of years,_ thought Clara. Or maybe he just liked exploring and meddling with things. Sometimes, he seemed to do everything by total instinct, but most of the time he had no idea what he was actually doing. Having no control over things m_ust be a way of staying sane to him._

Clara stood up, now annoyed.

"Doctor, come on already!" she shouted.

_Blimey, he's really been acting odd lately. Is he avoiding me?_ He was always slightly distant when it came to some things, but now he really seemed to get lost more and more often, ever since that day at the forest. _Something happened since last time. _

When she entered the TARDIS, he spent quite a few moments examining her short red skirt she wore last time when he unsuccessfully tried to teach her how to fly the TARDIS **(A/N: What she wore in Journey to the Centre of the TARDIS)**. When his gaze finally climbed up back to her face and saw her smirk and flirtatiously raised eyebrows, his face went red and he ran away into the depths of his ship.

He also seemed to be keeping a distance from Clara, which he denied when she told him that. Apparently, he was oblivious to the fact that he jumps away every time Clara gets closer than ten feet to him. She didn't quite understand why. He kept doing that since he picked they were at Miolnar.

Clara smiled at the memory of that day. _That was awesome, wasn't it? _She could still remember all the beauty of that place, but the most peculiar thing back then was the Doctor. He wasn't as awkward and distant as he usually was, he seemed more at peace, more than she ever saw him. He was more talkative than usual and had a spring in his step, bouncing around like a child. He had some sort of twinkle in his eyes, something Clara couldn't describe, some sort of spark that she'd never seen in him before.

_No. He's 1200 years old. Besides, it wouldn't work... would it? Just do the trick._

She was snapped out of her thoughts when the Doctor came sprinting from one of the corridors behind her. His breaths were ragged, like he's been running for his life.

"What's with you?"

"Me? Oh, nothing really..." he said sarcastically. "The TARDIS obviously decided that it would be FUN," he punctuated the last word by kicking a steel plate that was part of the console, "to spawn giant insects to chase me across my own ship!" He huffed angrily.

Clara froze. _Giant insects? In here?_

When she stood up and backed away towards the doors, the Doctor immediately laughed and went to take her hand. However, once he saw what he was about to do, he tensed and stopped himself, keeping a distance between them.

"No, no, it's okay, they're not real, just holographic projections." he assured Clara awkwardly.

"So why've you been running?" she asked, one eyebrow raised at him. He wished his eyebrows could obey him like that.

"They're...you know, huge wasps and are..." he wiped the sweat off his brow. "..scary."

Clara smirked. "So the great Time Boy is scared of bugs that aren't even real? What else are you scared of?" It was easier to be the old sassy, argumentative Clara, since it helped break the tension that was formed after Miolnar.

The Doctor turned to her. "Well, let's see. Being stuck on a planet without the TARDIS, slaps, never being ginger, beans, beans are evil. Also, mothers and fathers – hang on, why am I telling you all this?" he said, suddenly frightened.

Clara shrugged. "Because I asked?"

He slowly nodded. "That you did. And I'm not a time boy, that doesn't even exist. Now then, where to this time?" he said as he started bouncing around the controls like a child he sometimes is.

"I... don't know. Surprise me!" she clapped her hands.

The Doctor stopped and immediately frowned. "You sure? You're forgetting this is _me_ we're talking about? Letting me pick a random place for you?"

She smirked. "Hey, I think I can take care of myself, wherever we are."

The Doctor scoffed. "Riiiight."

Clara gave him a glare that made him back away from her and raise his hands in a defensive manner, almost tripping over one of the wires. "Sorry, sorry, you're right, forget I said anything. Taking us somewhere now. Your wish is my command."

She laughed. "Oh? My wish is your command? Good to know, chin boy."

He tried to correct himself, suddenly defensive. "No-no, no! That's not what I meant! And really, my chin is fine, stop with the nicknames, you call me the Doctor." he said, smugly straightening his bow tie. Deep inside, he actually liked the nickname.

Clara just laughed so he pouted and decided to shut up before she could find any more material to embarrass him, and focused on getting them to their destination. They landed with a loud thud, making both of them jump.

"So where are we?" she said as she rushed towards him, but he backed away carefully.

The Doctor grinned nervously. "No idea, um, want to find out?"

She shook her head. Something was wrong with him. "No."

He turned to her. "Wait, what? Why?"

She slowly started walking towards him, and she could clearly notice how he slowly started taking steps backwards. Her suspicions were confirmed. Her eyebrows narrowed down and she frowned.

"Doctor, you're avoiding me. Why are you avoiding me?"

"Me? Avoiding you? No. What makes you think that?" he said, but his expression clearly gave away that he was uncomfortable.

"Oh, I don't know." she said in a tone that feigned ignorance. "Maybe the fact that you jump away every time I walk nearby?"

He scoffed. "Not avoiding you. If anything, I'm... voiding you." he finished, nodding vigorously.

"Voiding me? What's that?"

He shrugged. "I have no idea, but I'm most certainly NOT avoiding you."

"Oh? Prove it then, mister." she challenged him, crossing her arms over her chest.

He took a deep breath. "Fine." He took a careful step closer to her and reached for Clara. She saw fear in his eyes. _What was he afraid of?_ Still, she immediately formed her down-boy face. His face changed into a state of embarrassment, blood immediately rushing to his cheeks.

"Hey, hey, I-I, that's not fair, you told me to prove it!" he huffed. "Ugh, why do you have to make everything seem so... inappropriate?"

"Because you're easy to tease, chin boy." she said. Then he looked at her in a weird way, his brow furrowing after she spoke his nickname.

"Doctor, really, what's wrong?"

"Nothing. So, shall we go then?

"No. You go first, what if it isn't safe to breathe?"

He pouted. "Fine." He opened the TARDIS doors and stuck his head out. He disappeared for about twenty seconds before coming back inside, seemingly bored.

"Well, I definitely expected something more... well, exotic. Whole wide universe and we arrive _here._ This is painfully similar to Earth, only there's no traces of civilization. I think we're actually on an asteroid. We're in the middle of a desert, as far as I can see. And it's a Thursday afternoon. I hate Thursday afternoons." he finished through gritted teeth.

"Yeah, me too. So what do we do?"

"I detected some sort of energy fluctuations, fifteen minutes from here by foot."

"So let's go."

"No, you're staying." he said as he fumbled with something in his hands.

She scoffed. "Excuse me? I thought my wish was your command!" she said in a mocking voice.

He smiled, but his voice was stern. "Clara, we have no idea what could be out there, it's not safe, and I want you to..."

She couldn't hear the last words as he muffled them, probably something he didn't intend to say out loud.

"You want me to... what?"

"Nothing, forget it..." he says as he tries to exit the TARDIS.

Suddenly, she decided she has had enough of this. She storms off to the TARDIS door, slamming it shut and grabbing the Doctor's wrist.

"Doctor, you're being awfully annoying today with your refusing to communicate normally. You're going to tell me what's the problem or you're taking me home right now." she told him all of this in one breath. She was annoyed, and he seemed scared by how feisty she was being right now.

He sighed.

"Look, you can't come with me, it's too dangerous."

"How would you know? And so what if it isn't safe?"

"I want you to be safe!" he shouted back, then just focused on looking at the floor.

Clara looked at him, then started laughing. Her anger completely perished when he said that. He went red to the roots of his hair. _Why does he have to be so sweet?_

"Well, that is very thoughtful of you, Doctor, but I think I'll take my chances with an alien in a desert rather than a time machine with huge insects, don't you think?" she told him in a much softer voice_._

The Doctor just nodded, probably still embarrassed about what he said. Then he took her hand and they walked out of the TARDIS. The sky was a dark blue, almost black. The sand around them was slightly paler than on Earth, but it felt the same. She felt the Doctor doing it again: he was lightly stroking her palm. It was a pleasant sensation, and she was sure the Doctor didn't know he was doing it consciously.

"Doctor?"

"Yes, Clara?"

"You can let my hand go, you know."

"Yes, I can."

"But will you?"

"Probably not."

She wanted to shoot back something to tease him, but her head wasn't working properly. Clara felt her face going warm, probably blushing. _Get a hold of yourself, he's the one who has to __be embarrassed,__not you!_

* * *

Ten minutes later, they were still walking through the desert. Clara had no idea where they were going, and she hoped that the Doctor did. However, how he's been acting so far, he probably doesn't know it either. They were talking about their lives, mostly about the Doctor's travels. It was easier to stop thinking about their day at Miolnar by simply talking to him and befriending him. He seemed to take the mission of making Clara laugh or smile as some sort of personal challenge, which she couldn't help but like.

Her small outburst seemingly shocked him back to a normal state. He was much less awkward than before, sometimes bouncing back to his erratic, childlike behavior. Even more, he was now often taking control in conversations and even getting a bit... flirty? _He's really been acting off lately._

What she didn't know was that the Doctor was fighting the urge to grin like a child whenever she smiled.

"Do you mind if I ask you a question?" she said.

"You just did, Clara. Still, you can ask me another one."

"If you really are 1200 years old, and you've been travelling for so long, how are you still, you know... sane?"

He raised his eyebrows. "Who says I am?" he said with a small smile.

She rolled her eyes. _Can't really argue with that, can I?_ "Fine, good point, but you're not exactly insane."

He sighed. "Well, I was a bit insane before, in a way."

"What do you mean?"

"I was, before I met you." he said with a sly smile.

Clara's face went slightly red, but she tried to stay stern. "Good one, but that's a cliché, Doctor." she teased.

"But it's true, actually." he said, his expression serious.

"How so?"

"Well, before I met you, I used to travel with some of my two friends a lot, a married couple, and I loved them. We've been through a lot. A big huge lot."

Clara nodded for him to continue. She knew the Doctor wasn't exactly that kind of person that would say that he loved someone for nothing, so she knew they were probably very important to him.

"And... I lost them. They were taken away from me, and I can never see them again." he finished, with tears welling up in his gray-green eyes. She didn't know what to say.

"I'm so sorry. What happened?"

He blinked rapidly several times and sighed, probably to get rid of the tears. "The Weeping Angels took them, it was all wibbly-vortex and time winds preventing me from getting to them. That was 48 years ago. At least they lived their lives happily together, so that's some comfort, I guess."

"You were _all alone for 50 years?_" Clara asked, to which he just chuckled.

"Well, to my defense, the TARDIS was big, so I could explore it forever, there are all sorts of shenanigans in there. There are some great rooms, my room is the best, I could show it to you if you want." he said again with a childlike glee, to which Clara formed a (fake) shocked expression.

"Ooh, someone wants to show me their room? Afraid I'm not so easy, chin boy."

His face went red once he understood what he said, and he just gave her an oh-shut-up-you-know-what-I-meant sort of face. "Tha-that's not what I meant. I told you I was a bit wobbly back then. I couldn't really process all the... humany-wumany things you have. Feelings! Yes, that's the word. I was sad, I didn't want to travel anymore. Then, about 4 years ago, I sort of... snapped out of it. Well, wasn't exactly my doing. I was brought back_,_ actually."

He smiled. "Brought back by someone. A woman. No, not in that way." he quickly added when he saw Clara smirk. "I don't think we were like that, though maybe we were, I don't know. Who knows what would have been, if I'd known her longer for a day." he confessed uneasily.

"She got through to you in one day? Who was she?" she asked, and the Doctor looked at her like the answer was obvious. She didn't understand why, so he just kept rambling.

"She worked as a barmaid. She was clever, she was a delight, she was beautiful, she was strong-willed and she was a great friend. All of that in just one day. She was special." he said with a happy smile on his face.

Of course, if Clara knew what the Doctor did as well, if she knew who that woman really was, she would probably snog the Doctor immediately. However, she didn't, so for some reason, she felt a pang of jealousy in her stomach when the Doctor said the woman was special.

"Ooh, Doctor." Clara teased playfully, hoping he wouldn't hear bitterness or envy in her voice. "Maybe we should bring her with us so you two can..."

"DON'T!" he snapped at her with surprising anger in his voice.

She jumped back from him, not expecting him to respond like that. She wanted to snap back at him, but she noticed he had a strain to his voice, like a lump in his throat. She noticed his eyes were watery and that he was probably very close to crying. He was shaking with something she recognized not to be anger at Clara, but rather grief, because he lost something.

"Doctor, I'm sorry, I am, that was inappropriate, I'm sure she-" she tried to comfort him, but he interrupted her.

"Just don't. Why are you interested about her, anyway?" he croaked, his voice desperately trying to hold back sobs. He was glaring at Clara with some sort of look she couldn't figure out. The look she'd already seen in his eyes when she said something. _He's looking at me like he can't believe I'm standing there. _She decided not to press that matter and just kept trying to apologize.

His voice was quite different, full of sadness and grief.

"She died. I watched her fade away, in front of me, and there was nothing I could do. The universe let me be happy for one day, until tearing her away from me. To this day, after 4 years, there isn't a _single_ day in which I don't miss her and there wasn't a single day I stopped despising myself for not keeping her safe and sound."

He wiped away his tears and cleared his throat. Clara wanted to hold him and comfort him, she felt so sorry for him, but he was probably still angry with her. However, he soon reached for Clara's hand again.

"I'm sorry, Clara." he said, his voice back to normal, but much softer now.

"I know you didn't mean anything, but you really struck a chord there. But I should have warned you about that, I'm sorry. Clara, please. Are we okay?" he asked, and she saw a hope and apology in his eyes. He reminded her of a puppy, so ff course she couldn't say no. She smiled and gladly took his hand again.

"Of course we're okay, I should be the one apologizing, I'm sorry." she said, but he just waved the problem off.

"Don't worry about it." he said, suddenly acting like nothing happened. Clara thought it was amazing how quickly he changed back to his old quirky personality.

"Anyway, even though she died, she showed me how beautiful life can be if we're with the right people. So I went looking for a companion, knowing there must be more people in the universe that were as wonderful as her or the Ponds were, so here I-" he stopped, and the hand Clara was holding suddenly slapped over his mouth, stopping himself from continuing. However, it was too late.

"Oh! _Oh." _Clara felt a grin plastering itself to her face as she understood what he just blurted out. _Oh my god, he just said I'm wonderful, like the Ponds. And that woman!_ She didn't know what to say and waited for the Doctor to react, but he just kept his gaze on his boots, avoiding eye contact with her. His cheeks gained a shade of red she didn't even know had existed.

"So. You think I'm your wonderful companion, do you?" she said in a playful tone as she took his hand again.

He smiled. "I... technically never said that, now have I, Clara?" he said, with a smirk on his face.

"Trust me, you did, more or less."

He sighed in defeat. "I probably did, didn't I? You weren't supposed to hear that bit, don't expect to hear that bit again." he said, rubbing his face in his hands like he made a mistake. She took his hands from him and gave him a reassuring smile.

"Hey, it's fine, chin boy. I don't mind it."

He seemed surprised. "You don't?"

"Of course. I'm glad you're not insane." She gave him a wink. For a second, he looked like he's going to blush but he grinned widely and chose to use what Clara said against her.

"So you want to be my wonderful companion? But we've only just met, Miss Oswald." he said, snickering in a low voice.

Now it was her turn to blush. "Hey, I don't hear you complaining."

"If you're wonderful, there's no reason to complain, is there?" he said playfully.

She was slightly dazed. _Did he just flirt with me? The Doctor, flirting with another person? And that person is me? __Did he just call me wonderful two times in a row?_She tried to ignore the butterflies in her stomach, and directed the conversation to somewhere where she felt safer, in other words, where she had control.

"So, tell me about the other people you travelled with."

He sighed. "Well, let's see. There was Rose Tyler, she was wonderful, very funny and just amazing. There was Martha Jones, she was brave, determined, very feisty, she saved the whole world by herself once. There was Donna Noble," he said, now with a slightly sad look in his eyes. "she was a great friend, very compassionate, very clever. Then, there were Amelia Pond and Rory Williams, you know what happened to them. They were..." he trailed off, probably still sad about losing them.

"Amelia Pond got married to Rory Williams... so she's Amelia Williams, right?" Clara asked, now excited.

"Yes, why?"

"Oh, so that was her! Now I think I get most of her references. I love her books." she said.

"Yeah, she was great. You'd be good friends, you two, probably at trying to wind me up all the time." he said, rather happily.

"Yeah." Clara smirked. "So, if I got this right, of all your recent companions, only one was a guy, and he was married."

"What are you implying, Oswald?" he replied, his brow furrowing in confusion.

"I'm implying that most of your companions have been young and beautiful women, and you shower them with compliments. Can't help but wonder what happened in that ship of yours. You're still sure it's not a snogbox, Doctor?"

"Because it isn't! Clara, I don't snog my companions."

"Just making observations." she said cheerfully.

"Observations? Clara, you seem very happy to call the TARDIS a snog—oh." he began in an amused voice, but stopped.

He didn't finish his sentence because they stopped to observe the obstruction that now appeared in front of them.

* * *

"Well, that's odd."

They were standing in front of a door. Yes, a door. There was nothing around it, just a standard brown wooden door surrounded by a desert.

"A door, okay. But what's in there?"

He shrugged. "Big universe, anything is possible." he said lamely.

"Shall we go in?"

He didn't respond as he noticed what he was doing with his other hand. He was fumbling his fingers with a black pen, which seemed to alarm him.

"Why am I holding a pen? Did you give me a pen?"

Clara shrugged. "Don't think so." He drew back the sleeve of his other hand. Clara saw two tally marks.

He face palmed.

"Oh, no. Here we go again."

"What's wrong?"

"It would seem that we recently ran into the some of my old...friends." he said grimly.

"What's wrong, tell me."

They sat on the sand as the Doctor told her everything about his encounters with the memory-proof beings known as the Silence. She realized they sounded familiar, but she didn't know why. He told her of their presence in human history and how he turned the whole human race against them. Every few seconds, he would take a look around to make sure they were alone.

"So, you can't remember them when you look away? That's horrible."

He nodded bitterly. "I agree. A while ago, I fought them, and I beat them. Tell me, have you ever watched the footage of the moon landing, back in 1969?"

"You know, now that I think of it, I never really did." she admitted.

"Ah, well, that's how I beat them. I got my hands on a video of one of them ordering the viewer of the video to kill them all on sight. Don't ask how, it was very complicated. So I inserted that footage into the moon landing video, and they basically ordered anyone who saw Neil Armstrong making that first step, to kill them all, using their post-hypnotic suggestion. So, they're all supposed to be dead. But if they shouldn't be alive... what is this?" he said, pointing at the tally marks on his arm. He suddenly looked alarmed, almost frightened. Clara didn't like the fact that tally marks on his hand could scare the Doctor.

"Clara, we need to leave, now."

She couldn't respond because the door in front of them suddenly opened. It was open for a few seconds before a white light came from it, enveloping and blinding both of them. After a few seconds, the door closed. However, she was more surprised by their surroundings. They were inside some sort of cave that smelt repulsively. The Doctor grabbed her hand.

"Good, you're still here. We seem to have crossed some sort of portal. Now let's see..." he trailed off, his expression suddenly alarmed.

"Oh, no. No!" he said, suddenly looking surprised and alarmed.

"What is it?" she asked as the Doctor cupped her face with his hands, apology written all over his face. She would normally tease him about it, but he looked terrified.

_What's going on?_

"Clara, I'm sorry, I'm so sorry, I should never have brought you here, I promise, we will get out of this alive. But promise me one thing, Clara." he said as he pulled out his sonic and scanned the area.

"Doctor, calm down, what is it? Tell me." He took her hand again. Now she saw that he was actually scared _for her_, worried about her.

"Clara, you have to promise me. If you want me to keep you safe, you're going to have to do _exactly as I say,_if you want us to get out alive." he said, urgency in his eyes and words. Clara nodded vigorously, as she knew that whatever could terrify the Doctor this much must be very dangerous.

"I promise. Now, tell me, what's going on?"

"This is a facility, some sort of building that I've already seen before." He sighed. "Oh, dear. This place belongs to the Silence, and we're stuck here. This is place is extremely dangerous, we need to leave. Now."

* * *

"What do we do?"

"Hush now, I'm thinking."

"What's the plan, what now?" she asked impatiently.

He turned around, his gaze now almost fierce. "_Clara._ This is not an adventure right now, this is danger. If I don't think of something, this is certain death. Right now, I'm resisting the urge to break down because I brought you here. We need to leave, so let me focus, please." he said seriously.

After 15 seconds during which the Doctor didn't make the slightest move, he exclaimed "Ah! Yes! Doctor, you genius." as he stormed through his pockets, trying to find something. When he found it, he took out 2 small objects that looked like...

...Eye patches? He handed her one. It was slightly heavier then it looked, and seemed to be made out of some sort of futuristic material.

"Take this and put it on. Now. I'll explain later."

She obeyed, thinking about how could eye patches possibly help them as they put the eye patches over their right eyes. She noticed it didn't obstruct her vision, it was as if the eye patch wasn't even there.

She tried to touch it when she heard something shuffle from one of the tunnels. Then, much to her alarm, she felt something put a hand over her mouth and pushed her, sending her toppling to the nearby wall. She expected to slam into the side of the cave head first and hurt herself, but someone's arms stopped her before she hit the wall, so she landed into that someone's arms.

She closed her eyes, her heart pounding in her chest, not sure what was happening, but whoever it was, they just held her close to the wall. She noticed that the grip over her was firm and didn't let her move, but gentle, like it had no intention to harm her. She deducted it was probably the Doctor so she stopped struggling and moving and relaxed into his hold, a surge of relief going through her. _Whatever the hell he's doing, he probably has a good reason. __If he doesn't, you can slap him._ She looked at the other side of the cave.

A tall, thin man in a black suit was moving in a deformed manner towards the other tunnel. For a moment, it turned to look into their direction. It looked horrifying. She felt her blood freezing, like it got colder when the creature passed near them. She noticed it was at least nine feet tall and that it wasn't human. Its face had distorted features, pale skin, a snake-like nose and no mouth, which almost made her scream. Luckily, the Doctor was still holding his hand over her mouth so no sound came out.

She shuffled away from the creature, now basically pinned to the Doctor, much to his slight embarrassment. The creature didn't notice them. When it was long gone, the Doctor released her and immediately took her hands in his own and started apologizing.

"Clara, don't punch me, I'm sorry I scared you like that, but I panicked, I had to do that or it would have seen us. Are you okay, did I hurt you?" he whispered frantically, clearly afraid of her reaction.

She took pity on him and decided not to snap at him. "It's okay, calm down, I'm fine, just... warn me next time."

He sighed in relief and, much to her surprise, hugged her like she almost died. She laughed silently at his over-protectiveness.

"Doctor, I'm fine, calm down."

He pulled away and smiled warmly. "Yes, you are. Now, follow me. It's time to leave this place."

"Doctor, what was that thing?" she asked quietly.

"That was a Silent, one of the beings I told you about. Every time I encounter them, I draw a tally mark on my arm to warn myself after I forget." he whispered.

But she could still remember it. "But we didn't forget, you said they edit themselves out of our memory, how do I still remember?"

The Doctor grinned smugly. "Because I'm clever and I brought this." he said as he tapped his finger to the eye patch. "Eye drives. Let me explain – the Silence edit themselves out of your brain, but the eye drive acts as external backup memory storage for your brain, so when you look away from the creatures, you don't forget whatever you saw because of the eye patch."

Clara nodded, impressed. "Not bad, chin boy. So, what do they do, why are they so scary?"

The Doctor hesitated. "Well, apart from the fact that they frighten whoever sees them, they can, um, in lack of a better word, electrocute you. Fry your body with the electricity they draw from their environment."

Clara gulped. _So I almost got fried? Long way from home, on an asteroid, fried by a huge alien? __Yay. _Clara was frightened now, but didn't want to show it.

* * *

They kept walking until they got to some sort of they took a turn, they narrowly avoided the gaze of a Silent that was standing in a corner. When it walked away, Clara sighed in relief took the Doctor's hand and held on to it tightly. She wasn't clingy, but this was slowly starting to get on her nerves, which he noticed.

"Clara, are you okay?"

"I'm fine, those things just give me the creeps."

They kept walking for a few seconds, until he noticed.

"Clara, you're not okay, you're shivering." Clara just looked away when he said that. _Okay, I'm shaking with fear, what do I do, what do I say?_

The Doctor stopped, and pressed a warm kiss to her forehead. He gave her a radiant smile and started doing those soothing circles on her hand with his thumb, probably just to relax Clara. She had to admit it was working and she smiled meekly back to him.

"Hey, don't be scared. I'm right here. You're handling this far better than I would expect anyone to. Anyone with common sense is terrified by those things." he assured her.

Clara felt her fear slowly washing away. He was a calming presence, his hand almost radiating with composure, comfort and warmth. She didn't mind his over-protectiveness right now, it was actually very reassuring, even though she knew he had no control over the situation. She shuffled closer to him to, and noticed that he seemed to be proud about that, which she found to be slightly funny. She wanted to tease him about it, but she held back, considering where they were right now.

"Now then. Come alo-" he said, but was interrupting by a cracking sound that came from behind them. They turned around to see a Silent raising his arms and grimacing, a hole forming where its mouth is supposed to be. It was quite obviously preparing its attack. Clara froze, not knowing what to do. The Silent aimed his hand at her, clearly intending to kill her.

She flinched as she saw something quite similar to a thunderbolt coming out of the creature's fingers, streaming towards her. She froze, knowing she was probably dead in less than a second, as the lightning got closer and closer.

However, that didn't happen, as a wave, a nearly transparent green wave jumped out in front of her and stopped the bolt in its tracks, freezing it directly in front of her. She turned out to see the Doctor holding out his sonic screwdriver, his hands shaking and him grunting with pain, reminding him of his sonic fight at Akhaten. The buzzing device he was holding seemed to be the source of the green field. Then, he pointed the sonic screwdriver towards the Silent and the lightning bolt bounced back right into the creature's chest, knocking it to the ground.

Her heart beating wildly, she slumped against the wall of the cave and collapsed to the floor, shaking with sudden adrenaline. _I could have died. I almost died. _The Doctor rushed to the creature, scanned it and then ran back to Clara and got her back to her feet.

"It's stunned, the bolt wasn't deadly. Clara, you alright?"

"I-I think so. What did you do?"

He waved his sonic in front of her. "_This_, what you call my spanner," he said, spitting out the last word, "isn't as useless as you thought. After I found out a bit about the Silence, I installed new settings to it, so it can be used as a personal defense tool. Uses the power of your brain activity to create something close to a... magnetic force field. Quite useful, don't you think?" he chuckled, his childlike demeanor almost returning.

"So, y-you used _your brain_ to... shield me?" she stammered.

"In a way, I suppose I did." he shrugged, like it was no big deal. _No big deal? I'd be pretty damn happy if I could save someone's life by projecting my brain in front of them,_ said Clara to herself.

Clara just started laughing, highly relieved. She lunged at the Time Lord, choking him with a thank-you hug.

"Clara, I need air."

"Sorry." she said, letting him go. Still, he smiled back at her and kept walking towards one of the tunnels. _I'm enjoying this way too muc__h,_ thought Clara. They kept walking for a few minutes, walking through endless tunnels.

"Doctor, are you sure we're going the right way?"

"Of course I am, Clara, who do you think I am? Probably just a few more minutes of walking before we find that door again and get back to the that desert thing."

Suddenly, an alarm started echoing through the cave and Clara felt a painful sensation go through her and she found out she was unable to walk. She saw a faint red glow emitting from her shoes, like some kind of energy has glued her to the floor. The Doctor froze and backed away from her slightly.

"Oh. They've caught you. It's a trap, I should have noticed. Okay...okay." he whispered as he fumbled with his sonic.

"Doctor. Doctor, what's happening with me?" she asked, panicking again.

"Calm down, you'll be fine." he said as he scanned her. "You walked into some sort of trap, it's gonna keep you here until someone comes for you. But it's fine, you'll be fine." he assured her.

"Fine? If they find us, we're dead!" she shouted, completely panicking now.

"No, we're not, that Silent only tried to stun you, so we know they're not trying to kill us. They're going to find you, but don't panic. I'll find a way to get you out of here, cross my hearts. But I need a plan. I'll think of something. Now, they will come and tranquilize you, put you to sleep. Listen, don't lose hope, I won't leave you. I'll come back, Clara." he said as they heard someone running towards them. "I'll come back for you, you won't be hurt. Promise." he said as he backed away from her, quite distressed, back into the shadows and out of her sight.

"No! Doctor, come back! Don't..." she shouted. Her heart clenched as one of the tall creatures appeared around a corner. She saw sparks crackling around the Silent. Then it sent a stream of lightning flying towards her, which collided with her and knocked her down to the floor. She saw the monster approaching her, and suddenly she felt very tired, her vision blurring. Her eyelids were so, so heavy, and she really needed to take a nap. _Probably never going to wake up. Well, whatever, it's my fault, I signed up for this. _

However, she also saw a figure in a purple waistcoat sneaking behind the Silent, giving her a small hope that she could survive as she blinks again and passes out.

* * *

**A/N: Okay, so I ended this chapter with a cliffhanger, big deal, don't shoot me. Next chapter will introduce a character I made up completely on my own, and will be from Clara's perspective as well. I don't know how many chapters will I write, that depends on the reception from you guys. If you want more whouffle and less action, or other way around tell me.**

**Any feedback is highly appreciated. If you liked it, make sure to press follow or favorite. I update to a new chapter every 3-4 days. If you want me to add anything, anything you want, even a mention of something, I'll be glad to. I just want to know what you guys think.**

**Anyway, thanks for reading, I hope you enjoyed it, I sure did. Bye!**


	6. Chapter 6

**A/N: Back with next chapter! Sorry for the huge wait, personal problems. Anyway, this is part 2 of the incident with the Silence. A very, very long chapter, I'll be making very long chapters from now on, get used to it. :D**

**Written in Clara's point of view, although one small part is the Doctor's point of view. Curved/italic letters symbolize the character's thoughts.**

**Just what I've been thinking about recently:**

**Prequel to The Name of the Doctor: "I'm travelling with Clara now and she's perfect. Perfect in every way for me, always exactly what I need. My Clara."**

**Then he's forced to regenerate 2-3 episodes later.**

**Seriously, this is why I hate the fact that Matt chose this moment to leave... best Doctor/companion relationship so far and they make it last half a series?**

**Sigh. Doctor Who logic. At least I hope Moffat will give Clara/Eleven a decent goodbye.**

**Disclaimer: I don't own Doctor Who, sadly. If I did, Matt&Jenna would stay and the whouffle would never end.**

* * *

Clara woke up to complete silence. Not daring to open her eyes, she had no idea where she was or what happened to her since her ordeal with the Silent. She could only feel that she was lying on a cold surface. _If I look__ed__ around, I'd risk bringing attention to myself. _She didn't really have much of a choice, so choosing to take a leap of faith, she opened her eyes.

_Where is this?_

She was in a completely white room. The ceiling was white, the walls were white, and the floor was white, apart from some other people lying around. The room was square-shaped and surprisingly large for a prison cell. The steel door had no lock or way of opening. Clara knew that the people here probably didn't get here willingly and they won't harm her, so she risked getting up slightly and leaning to the wall. The people didn't notice her and they gave barely any signs of life.

_Ow. _Clara's head hurt like hell. She wasn't really injured, she had only one bruise on her abdomen where the lightning bolt hit her, but she felt her head to be the source of her dull and cold pain. She noticed she was still wearing her eye patch, and wondered why her captors didn't remove it. The room was very cold and for a second, Clara expected the Doctor to notice her slight shivering, and he would give her his warm waistcoat. She suddenly realized that she never appreciated that gesture as much as she should. Then, she remembered the Doctor wasn't here.

The memories of how she got here came spinning back into her mind. Blurry pictures were shuffling through her vision. Her feet walking into the trap, the Doctor disappearing back into the shadows and promising he will come back for her, a Silent knocking her unconscious, and vague pictures of someone's hands dragging her roughly to a room, presumably the room she was in right now. She also remembered a man asking her if she was okay.

She was angry with the Doctor for abandoning her, but she knew that there probably wasn't anything else he could have done. Still, it felt a bit reassuring that he promised that he'll come back and that she will be okay. Clara had no idea what was going to happen to her. She wanted someone to hold her, more precisely she wanted the Doctor to hold her, although she would never admit it to him. _He will __come back, you'll be alright._

She looked around. On the other side of the room, two men and a woman were slumped against the wall, everyone just staring at the floor. A bald and middle-aged man in a military uniform, who appeared to have a broken hand, was clutching the woman. Both of them were silently crying. Clara presumed that he was her husband or boyfriend. Then she remembered that she wanted the Doctor to hold her like that and immediately dismissed the man and woman as friends.

The other man was lying on the floor a bit further away from them. He didn't seem to be wounded, apart from a deep cut across his cheek. He was wearing a long, black coat and had very short brown hair, almost blonde. He had a tattoo above his right brow that looked like a shield. The man looked very young, he was probably something close to a teenager, _he's even younger than I am_, thought Clara. However, his green eyes weren't the eyes of a young man. They had some kind of deepness to them, something only the Doctor sometimes had in his eyes. He looked up when he saw Clara stirring and she thought his eyes looked like deep wells. His cracked lips stretched into a smile.

"Ah, you're awake. Are you okay?" he asked. His voice was rasp, but surprisingly cheerful considering their current predicament. Clara vaguely recognized him as the man who asked her if she was alright before.

"I am, I think. Where am I? What is this place? Who are you? How long have I been here? What's happening? Who are those people over here?" Questions were bursting out of Clara's mouth and she couldn't stop them.

"Shhh. Well, to answer your questions, you're in a prison facility that belongs to the Silence, you've been here for two days, I don't know who those people are, my name is the Guardian and I have no idea what's happening." he answered quickly. The speed of his talking almost rivaled that of the Doctor, but wasn't as playful and wild.

"Two days? Blimey, he's sure taking his time." Clara mumbled, thinking of the Doctor.

The man chuckled darkly. "You think two days is bad? I've been here for three weeks. Anyway, I'm the Guardian, but what do I call you?" he said, cheerful again.

Clara didn't know if telling random people anything about her was smart, considering where she was, but the Guardian didn't seem dangerous right now.

"I'm Clara. And you're the Guardian? What's your real name?"

He shrugged. "I told you, the Guardian. How did you get here?"

Clara scoffed. "Another one who prefers a title for a name. You ask how I got here... Well, this might sound mad, I went for a walk with someone, and suddenly this door appeared. It opened and then we were in this cave with some weird tall things, and one of them sort of caught me and probably brought me here." She thought she sounded ridiculous, but the Guardian's response proved her wrong when he laughed.

"That wasn't mad, that was nothing. If you want mad, I was in the middle of shopping back on Eltebraxis IV trying to find some decent shampoo, and a woman with an eye patch said she was giving out free candy, and the idiot I was, I took it. But when I touched some of that candy, I fell asleep and woke up here."

Clara let out a sound that was between a snort and a laugh. _Whoever this man __is, he's__ certainly a bit bonkers._ "You're right, that is mad."

"How old are you?" he asked.

"Twenty four."

He frowned. "So they're taking younger people, too." he muttered bitterly.

Clara scoffed. "Look who's talking, you're probably younger than me. How old are you?" she asked a bit defensively, but the man just grimaced.

"A bit more than 24."

"Who are you?"

The man sighed. "I'm the Guardian. I'm not a human, like you. I'm much older than I look, I travel around with a friend of mine. What about you?" he asked.

Clara smiled. "I'm nothing special. Just Clara. I'm from Earth, so I'm human. I also travel with a friend, but we travel in time as well." she added and the Guardian did an impressed face. "Where are you from?"

The Guardian shrugged. "I don't know. I lost my home, it disappeared into thin air." he said, his eyebrows narrowing and his face turning into a frown. Then he smiled. "But it's a fun life now. I don't really have a home right now, I just travel around, and it's surprisingly nice."

Clara noticed his tattoo again.

"What's that on your forehead, that shield, what does it mean?"

His tone became serious again. "Well, I'm the Guardian, and a shield protects a man, guards him. It isn't just my name, it's just sort of who I am, I try to protect and guard the people around me. Currently, I'm guarding the girl I'm travelling with, but I'm not doing a good job by being stuck in here." he finished bitterly.

Clara smiled to herself to a recent memory of a moment when she woke up and found a very strange man in a purple coat setting up an outpost in front of her house. She had to admit the gesture was very touching.

_"Are you guarding me?"_

_"Well, yes, yes, I am."_

She noted to herself that this man travels, guards the people around them, is much older than he looks like, and is a bit insane. _Is this the Doctor's lost brother or something?_

"Wait, you said you went out for a stroll with someone and that you travel with a friend... so where is he?" the Guardian asked.

"Well, he didn't get caught, and he said he's gonna get me out." she said, a bit more enthusiastically. Even though the Doctor is a bit unreliable in some things, she didn't want to let herself think that there was a chance the Doctor wouldn't come.

The Guardian scoffed. "You think anyone can get us out? Don't be daft."

"Hey! I'm not being daft! I trust him, and if there's anyone in the universe who can get us out of here it's him, so _don't you dare_ say he isn't capable of saving us." she snapped.

The man feebly nodded. "Sorry. You speak of him like he's some sort of hero."

Clara nodded. "He is, in a way. And he won't leave us here, he's on his way." she said, smiling.

The man frowned and his eyes were vacant, staring into the floor like he was deep in thought.

"You know, there were stories, back in the old days. Stories of a fearsome warrior, a kind of trickster, who led the front of the Last Great Time War. He was believed to be one of the most powerful and wisest individuals in the universe. And after the war, he started travelling with companions, mostly humans, to run away from the horrors of warfare. But this isn't possible, it was said that he died on Earth by a lake, a long time ago." he said. Then he stood up and looked at Clara expectantly.

"What's your friend's name?"

"Sorry?" she asked.

"The man you travel with. Tell me his name." he said, suddenly very excited.

"Well, he insists I call him the Doctor." she said and shrugged, and saw an expression of shock on the Guardian's face. However, he couldn't say anything because the door of the cell suddenly slammed open.

Clara jumped to her feet as the room was entered by two men in military outfits that wore eye patches. They seemed to be human, but their movements were unnatural, if not a bit artificial. They picked the man and woman up and ordered the four of them to stand in a line in front of them. One of the soldiers left the cell, probably to guard it, and the soldier that stayed in the cell spoke, his voice emotionless.

"You will answer our questions when we ask them. Failure to answer will result in punishment."

Clara felt her pulse rise slightly. _What kind of punishment? _The soldier, who appeared to be some kind of interrogator, walked up to the bald man and looked him in the eyes.

"What were you doing in our facility?"

The man just smiled and kept looking at the soldier, refusing to answer. Then, in a blink of an eye, the interrogator pulled out something that looked like a futuristic pistol from his pocket and pressed it to the man's chest.

"I asked you a question. What were you doing in our facility?"

No response.

Then, much to Clara's horror, the interrogator pulled the trigger and a loud bang was heard and the bald man just dropped lifelessly to the floor. The woman screamed and rushed to the man who collapsed to the floor, blood already spreading through his shirt. Clara wanted to scream, but was too scared to let out a sound.

_He killed him. He just executed him on the spot._

Then, the interrogator moved to the crying woman and lifted her back to her feet roughly. She was shaking and openly crying.

"What were you doing in our facility?" the interrogator asked coldly.

The woman was now whimpering. "P-please... I don't... Just let me go!"

The interrogator was unfazed by her distress and just pressed the barrel of his weapon to her chest and shot her. The woman just slumped to the floor, like the man before her.

Clara couldn't believe what was happening. _I'm about to be shot. He's going to kill us. _Her heart was racing, threatening to leap out of Clara's chest. _Where's the Doctor?_

Then the interrogator moved to the Guardian and immediately put his weapon on his chest.

"What were you doing in our facility?" he asked, his face forming into a dark smile of satisfaction. Clara thought that he was more of an executioner than an interrogator. She almost started shaking, because as every second passed, she grew less and less sure that she's going to be okay.

The Guardian just started laughing. He held out his arms like he was daring the man to kill him.

"You're going to shoot me anyway, so come on."

"If you insist." the interrogator replied and shot the Guardian, who fell to the floor like the rest. He didn't move.

_He's dead. They're all dead, and I'm next._

Clara was too scared to move at all. Where was the Doctor? _He said he would come!_

Then, the interrogator started moving towards Clara, already pointing his gun towards her. She wasn't shaking anymore, she was now ready to face the truth.

_This is it. This is how I die._

* * *

The Doctor was sneaking through the corridors of the Silence facility. He had followed the Silent who took Clara away. He knew she was carried to one of the cells, but he didn't have a plan yet. He needed a plan. _I can't just burst in and let them shoot me._

However, he was suddenly reminded that every second he spent thinking, there was a higher chance Clara would die. For all he knew, she could be dead by now. _No, don't think like that, she's not dead, she can't be. _He kept sneaking through the shadows. He used his sonic to deactivate the lights in the corridor as he rushed forward to find the cells, trying to move as fast as he can while crouching. _Come on, come on, where are they?_

He tried to scan the area with his sonic, but something seemed to be blocking it, he couldn't get a clear reading, even when he used different settings. He was desperately trying to stop his mind from imagining what Clara could be going through right now. Anything could happen to her: right now, they could be torturing her, beating her up, raping her, killing her. _No, stop it, you can't think like that! Focus!_

But he could only remember how he reacted when he watched Victorian Clara die. As he rushed through the corridor, his vision was replaced by the memory of what happened after she passed away in front of him. He had just pressed a kiss to her forehead, stood up and wordlessly entered the TARDIS. Once he closed the door, he started kicking and punching every corner of his ship as he screamed in agony.

_"It happened again, I was given somebody I can care about and the universe immediately ripped them away. Why does this happen to me? What did I do to deserve this?! WHY ME?!" he screamed as he kicked the console. The TARDIS didn't protest, clearly choosing not to bother him in this moment. He slumped against the wall and collapsed to the floor, his face buried in his hands as he let the tears fall again._

_ Clara was gone. Gone, forever. He let someone into his life and they didn't last a day. His hearts were broken, again, like every time, only kept apart by the mystery of his new companion's last words. He heard them once before, he was sure of that. He needed to find out what Clara had meant with those words, and when he did, he could go and activate the TARDIS self-destruct in peace. There was no reason for him to live anymore. He just wanted a release from the endless misery of losing everything he cared about. _

_He was only saved from his fate when he read the name on her gravestone._

_Clara Oswin Oswald._

_OSWIN OSWALD. _

_Oswin... it was her. The same woman._

_He felt a new hope warm his hearts again. There were more version of her in the universe, and he was determined to find them. It wasn't possible for someone to die twice, but he was ready to tear the universe apart, just to find her again. She was still out there. He leaned against her grave and started whispering._

_"I will find you. We shall meet again, Clara, I promise you this."_

_He ran back to the TARDIS and felt his hearts fill themselves with hope and determination as he vowed to himself that he would find his souffle girl, he would solve her mystery and he would keep her safe._

His mind rushing back to the present, he passed through another tunnel. He smiled because he finally succeeded: he kept his promise, he found her again and she's wonderful and there's no chance he's watching her still needed to solve her mystery, not to mention he's really started enjoying her company since he found out she knows nothing of her other lives.

_I can't lose her again._

He didn't even want to think what would happen if Clara was taken away from him too early, like last time. Whatever he would become, the whole universe would probably be at risk. Then he felt a surge of determination go through his body as he saw an eye-drive-wearing guard standing in front of a cell. He heard a bang through the door. He froze.

_What if Clara's in there? What if they're hurting her? What if she's dead?_

Panic guiding his actions, he started sprinting towards the guard. The man started pulling something out of his pocket, but the Doctor was too fast. He pulled his sonic out and activated it, pointing at the man's head. The man dropped to the floor as his eye drive sent out a surge of electricity through his body, knocking him unconscious. The Doctor decided that today his usual manners of deducting situations and rambling on and on about the problem wouldn't work, because there was no time, Clara could be in pain or dead right now.

The Doctor hurried to the door. It had a small keyboard with numbers 1 to 9 on it. He presumed he needed some sort of code to open the cell, but he didn't know it. The sonic was of no use either. Panic started creeping through his head as he heard another bang coming from the room. He looked around the door, trying to find anything that might aid him. He saw a small screen above the door that probably recorded what was going inside.

The Doctor froze as the camera was showing live footage: he saw a man holding out a gun in front of another man in a dark coat. Two people were already on the floor, probably dead. Much to his relief, Clara was still alive, standing in the furthest corner of the room. Then, another bang came from the room and the Doctor flinched: he saw the interrogator shoot the younger man, who lifelessly dropped to the floor. Then, the interrogator started moving towards Clara.

_No. Oh, no._

The Doctor saw there was nothing he could do, he had no idea how to open the door. There was no way to get inside. However, the thought of Clara being shot by that man filled him with seething anger, a burning hatred that spread through his body like fire. The same fire that sent thousands of Time Lords into a frenzy during the Time War was now burning within him.

_Oh, no, you don't._

Even though he had a policy against violence, he saw no other option at this moment. He let the fury of the Time Lords take him over as he ran to the door, ready to burst open through it.

* * *

_This is it. This is how I die._

However, Clara was proved wrong when the door of the cell was forcefully kicked out of its hinges and the lights went out. She saw someone walk up to the interrogator and knock his weapon away. The despair in Clara's head was replaced with a small hope as the interrogator was now struggling to get out of the significantly weaker-looking man's grip.

With a smile rushing back to her face, Clara realized who it was. The interrogator managed to push the man away with a punch to the other man's face. The man in the purple coat immediately recovered and lunged again with inhuman speed and grabbed the interrogator by his neck and slammed him against the wall of the cell, leaving a small dent and knocking him unconscious. Clara heard a faint buzz which she presumed was the sonic screwdriver and the lights switched on again.

_Oh, thank God._

The Doctor was standing in front of her, but his eyes were an uneasy sight. They had a golden-red shine to them that was burning like a fire, which returned to the normal gray-green when he noticed Clara.

"Clara!" exclaimed the Doctor, to which she responded by running into him and throwing her arms around his back. "I'm here. Oh! I'm so sorry." he said, sighing in relief as he embraced Clara. She couldn't speak. Her heart was still beating swiftly, still under pressure from narrowly avoiding getting shot. The Doctor pulled back and flinched slightly as she poked him into his shoulder.

"He almost, he... you... you came back for me..." she whispered, her voice still shaking.

"Hey, of course I did, I promised. We don't walk away, remember? Calm down. Clara, are you okay? Did they hurt you?"

She could now control her breaths. "No, I'm fine, my head's exploding, though."

"Are you absolutely sure you're fine?"

"Yes."

She looked around the room, but avoided looking at the corpses. She still didn't want to believe they were dead and she wanted to forget seeing this as soon as possible. Her gaze rolled back to the interrogator: he was lying on the floor, his body broken. She knew the Doctor wasn't physically weak, but this was something else.

"How did you do that? You can't even, how-"

"You were in danger, I had to. I never do things like this, but there's a first time for everything. Come on." He turned to the corpses on the floor.

"I'm so sorry." he said, then turned to Clara and took her hand and kissed her knuckles.

"I was afraid, I thought they hurt you and I..." he whispered, but just hugged Clara again.

Clara let out a sound between a sigh and a laugh into the crook of his neck. "I didn't know you were such a touchy fellow, Chin."

A voice coming from the ground made them jump from each other. Grunting with pain, the Guardian picked himself up to his feet and grimaced to them.

"Ugh... If I may interrupt your... touching moment of reunion, I think... it's time to get out of here."

_What? _

Clara didn't understand, he was dead. "He shot you, how did you...?" she whispered as the Guardian swiped the dust off his coat and started limping towards the door.

"I'm not human, I think I can last a little bit longer. Hi, I'm the Guardian, now let's go, shall we?" he said as he grabbed and shook the Doctor's hand gleefully, the latter still too shocked to speak.

"He... how...?" he stammered.

"No time to explain, let's go!" the Guardian shouted as he moved the door from the entrance so they could pass through.

Clara started running. They ran out of the cell to find a Silent standing at the end of the hallway. They immediately started running in the opposite direction, with the Guardian narrowly dodging a lightning bolt. They ran behind the corner and found themselves in front of a sealed door. They tried to open in, but it didn't budge, sending Clara into a mild state of panic.

"Open it!" Clara whispered impatiently.

"Yeah, working on it." he mumbled as he fumbled with the settings of the sonic and tried to unlock the door with it.

"Where is it, is it following us?" she asked the Guardian.

"Is what following us?" came the reply when he turned back to Clara. She turned to the Doctor, confused.

"Doctor, he doesn't remember."

The Doctor gasped and started digging through his pockets with his free hand, the other one pointing his buzzing sonic to the clamps of the door. After a few seconds, he pulled out another eye drive and tossed it to the Guardian who caught it and started putting it on. Clara wanted to ask the Guardian how the hell is he still alive, but another question popped to her head.

"Doctor, I still have this, why didn't they take it?" she said, tapping her eye patch.

He smiled smugly. "Because I'm clever, Clara, and I put a perception filter on the eye drives. Ah, there we go!" he said as the door opened.

They rushed through it, and Clara was greeted by a scary sight that made her stop. The room was completely silent, and they could only hear occasional crackling that came from above them. Clara didn't have to look up to know what was there, but she looked up anyway. The ceiling of the corridor was covered by hundreds of Silents, hanging there like bats. They weren't moving.

The Doctor whispered: "Shhh. They're asleep, hibernating, get to the other side, quick as you like."

They were sneaking through the tight corridor, and Clara started shivering. She wasn't sure what was the reason: the monsters hanging above her or the low temperature. She looked at the Doctor and had to suppress a laugh: he had to hunch his back so his forehead wouldn't bang against the creatures hanging above them. _He's ridiculous even in situations like these. _They got to the door without any trouble and the Doctor stopped before opening it.

"What's the plan?" whispered the Guardian.

"I scanned the facility and we need to get through one more room after this one to get to door that will get us back. Do we have any way of escaping besides that?"

"My vortex manipulator isn't working, something's messing with it, the circuits are non-responsive." mumbled the Guardian.

"Yes, that would happen, you can't activate it until you exit the facility, it's jammed." replied the Doctor. "Okay, there shouldn't be any security in there, but I can't be sure. Just don't get caught and we'll be fine. Clara, stay behind me and keep hold of my hand. You, are you armed?" he asked.

"No, they took my gun." the Guardian responded.

"Okay, follow me." he said. He seemed to be quite distrustful towards the Guardian,_ probably because he couldn't protect me, _Clara thought.

Clara took his hand and squeezed it to reassure him. She was surprised by how calculated and cold the Doctor was being right now: he would usually bounce around nervously and would ramble on and on before finding a solution. This time, however, something shifted inside him and made him much more cautious and reliable, if not dangerous. What she didn't know was that he was being like that because Clara was in danger, and he had couldn't afford losing focus and putting her life at any further risk.

He opened the door, and his plan was immediately foiled when they were greeted by two armed men that were standing right in front of them. They turned around and raised their weapons, but the Doctor was too fast for them, jamming their weapons with his sonic. They tried running up to them, but the Doctor sealed the door before they could get the chance.

"Change of plan, run, left tunnel!" the Doctor shouted.

Clara felt her left knee aching as they sprinted towards the tunnel. The Silents above them began stirring. Clara had no intention of looking up at them, she just wanted out of this place. They reached another door and waited for it to open.

"Now, we will probably run into resistance when we go this way and, um, when we... um, it would seem something's wrong with this." the Doctor said as the light on his device started flickering and the buzzing noise started getting lower and lower.

"Great. Nice timing for your spanner to run out on us." Clara huffed.

"Hey, don't diss the sonic! Here we go." he said, seemingly offended as he tried tapping the sonic back to life. Its buzzing became louder again and the Doctor pushed open the door. Then, several things happened in a very short moment.

With a loud thud, the Doctor was knocked down to the ground and several men holding guns started marching towards Clara and the Guardian. She didn't know what to do and the Guardian appeared to be surprised as well. The soldiers pressed a switch on the wall and the door behind Clara slammed shut.

The soldiers were followed by an older woman with an eye drive. In a low voice, she addressed the soldiers.

"Kill them."

Clara froze completely and made no move to run away. She wanted to run, but really had nowhere to go. She could only watch as one of the men raised his gun, pointed it towards Clara and fired. However, the Guardian jumped in front of her just in time to block the bullet. He slumped to the floor, still trying to move, blood now dripping from two wounds in his chest. The eye-patch wearing woman just laughed.

"Oh, so we got ourselves a hero. How touching." she said, amused.

Clara couldn't believe what just happened. Her head wasn't working properly. _Why does everyone here have the urge to throw themselves between me and a weapon?_ She vaguely noticed the Doctor stirring behind the eye-patched woman, and signaling to Clara to take hers and the Guardian's eye drives off. She did as he asked while the guards started walking up to her, so he removed his own eye drive.

"Hello!" he shouted in apparent happiness, held his sonic out and activated it.

Clara's hands jumped to her ears as the Doctor's device started emitting a painfully loud whirring noise which made everyone wearing an eye drive in the room shake violently. The soldiers and the woman dropped to the floor after a few seconds, and the Doctor stopped and ran to the Guardian, who appeared to still be alive.

"Clara, we need to get out before Kovarian wakes up. Come on, help me lift him up!"

Clara took no time to ask him who Kovarian was, and she helped the Doctor prop the man over his back, and they carried the Guardian out. He was still breathing as the Doctor sonicked the glass in one of the walls and shattered it by kicking it. He led them out of the building.

They seemed to be now outside, and they were surrounded by complete darkness. Clara didn't even know what kind of surface was she walking on, and she couldn't see anything apart from the light from the Doctor's dying sonic, and the small wooden door in the distance.

The Guardian stirred slightly and pulled himself into a sitting position.

"Why did you do that? You sacrificed your life to save mine, you don't even know me." Clara said. _He's dying, he's dying, because of me._

The man grinned. "I told you, I'm the Guardian. It's what I do."

Clara's voice shook. "But you're dying."

The man laughed. "Oh, no, I'm not, don't worry about me. See you around." He pulled back his left sleeve.

The Doctor exclaimed a quick "No, don't!" before the man activated his vortex manipulator and disappeared. The Doctor cursed under his breath and wanted to say something, but they were interrupted as they heard voices coming from inside the building and a sound of crackling that became louder and louder by the second.

"Doctor!"

"Run!" he exclaimed to Clara as the soldiers ran out of the building and started shooting. Clara used her remaining strength to race to the door, the Doctor opened it and they jumped through it before anyone could catch up to them.

* * *

Clara opened her eyes. She was lying in a sort and warm surface, which she realized was the desert on the asteroid they were on earlier. She stood up and tried to get control over her breathing. She realized how much her legs and head hurt and almost toppled to the floor, the exhaustion almost taking her. The Doctor was still lying down, and started stirring after a few seconds. Much to Clara's relief, the TARDIS was just a few feet away from them. The Doctor stood up, took Clara's hand and started dragging her.

"Into the TARDIS, quickly."

Once they were inside and the Doctor closed the doors, he rested his forehead against them and started panting.

"Now we're safe." he said and immediately turned to Clara and put his hands on her shoulders. "Clara, I'm so, so sorry for taking you there, I had no idea why the TARDIS landed here, I'm sorry." he said. "If you're hurt, in any way, you need to tell me."

"I'm okay, I'm not hurt, just a little shaken." she said and smiled. Today's events were horrible, and Clara tried her hardest not to think about it as she tried getting her own breaths under control. She noticed something was bothering him.

"Doctor, what's wrong?"

He frowned and walked away from her and punched one of the plates in the console. The TARDIS made a sound of disapproval, but he just leaned against the console and sighed. When he started speaking, his voice was shaking with anger.

"How can you even look at me? It took me two days to get to you. _Two days. _They could have been doing anything to you, Clara, anything, while I was trying to find you! What if they were torturing you or, or..."

The possibility of her being in pain seemed to torture him more than anything, so she walked up behind him and put a hand to his shoulder, to which he flinched slightly. _Down, boy._

"Well, they didn't, I am fine, so stop pouting about it. Cheer up!" she tried and manufactured a smile to get his spirits up, but he just shook his head and went to the other end of the circular console, still frowning and pulling switches and pressing buttons as he moved.

"It's not that simple, Clara. I promised to protect you on our travels, but today, I didn't protect you. If the Guardian wasn't there, you would have died!" he said bitterly.

"If we weren't there, do you think he would ever leave that cell?" she shot back.

He sighed and face palmed. "Clara, listen. Remember when I asked you do you feel safe?" She nodded. "Well, try to answer that question again now! Do you still feel safe with me?" he asked, his voice mixed with a sarcastic chuckle that made his sentence sound like he was disgusted with himself.

"Yes, of course I do. I told you that I was counting on the fact that anything could happen, I signed up for it, remember? If we're off to see the universe, you didn't really expect it to be completely safe, did you? You of all people?" She expected him to respond, but he smacked himself to the forehead and groaned.

"Oh, no, no. I'm so thick, I always have been. Don't you see, it's all a circle!" he started, mostly rambling to himself. He started circling the console again, his thoughts clearly snapping him out of his state of self-loathing. "This is exactly how the Silence found out about me, this is why Kovarian takes such in interest in me, because I bump into then in their own past, before they even know me. I'm an idiot, I started a war against myself. Of course, when..."

_He's going to keep talking forever._

Clara walked up behind him and tapped him on the shoulder. "Doctor?"

He stopped and turned around, and jumped back slightly when he found Clara closer to him than he expected.

"Why are you being so jumpy? Did I do something?" she asked with an unsure smile.

"No."

"Doctor?"

"Um, yes?"

She started talking like she was explaining something to a child. "I don't know about you, but I just spent two days imprisoned, I'm hungry, thirsty and tired, and seeing as you're so sorry for taking me there, can you take care of those three?"

He smiled. Clara could almost feel his rampant childish behavior resurfacing. He clapped his hands.

"Ha-ha! I'll have you know that I actually invented chips, and I can most certainly get my Clara the best chips in the universe. Tea included, of course!" he bragged and twirled himself.

Clara's eyes shot up to look at his. She raised her eyebrows, but had to bite the inside of her cheeks to stop herself from smiling.

_My Clara?_

He just stared back, not understanding what he let slip. He raised his eyebrows as well and tilted his head slightly, trying to mimic Clara.

"What? Did I say something?" he shrugged.

Clara giggled. "Nothing, nothing. Just go get _your Clara_ some tea and chips." she said, amused.

He probably caught on to what he said as he mouthed her sentence to himself, then his features shifted into embarrassment as he turned around swiftly back to the console, probably to hide his face which Clara presumed went completely red. She thought it was slightly weird that he considered Clara to be _his_, but she didn't mind that as much as she thought she would. She had no idea why this mad man was being so nice to her, she was nothing compared to him, but she couldn't repress the urge to tease him about it.

"Well, Chin, you'll have to take me much nicer places than prisons if you want me to be yours, you know." she said in a playful tone.

He gulped and nodded nervously as he kept tinkering with the console, still refusing to face her. "Yes, yes, quite right, somewhere nicer next time, promise. Off we go!" He pulled a lever and Clara jolted as the TARDIS was sent into flight again, away from the asteroid and the desert.

They landed with a loud thud and Clara finally let go of the railing.

"Does this thing really have to send us flying around the control room when we move?"

The Doctor looked at her like she asked a very stupid question. "Well, of course it doesn't, I can always turn on the blue stabilizers, but they're boring-ers, and then it'd just be boring!" he replied disapprovingly. He took Clara and led her to his leather-red-comfy chair.

"Anyway, sit here and relax, I'm getting you some chips, be back in a mo." he said and ran out and locked the TARDIS doors before Clara could protest. She had to admit the chair was a smart move, the moment she sat on it she felt the exhaustion finally catching up to her, making her relax and lean back.

Not thirty seconds later, the Doctor returned holding a small paper bag which Clara assumed contained food. She wanted to reach for it and take it, but the chair was really comfy right now. The Doctor didn't seem so upset with himself anymore: he returned to his usual bouncing around and laughing like a child as he started piloting the TARDIS again.

"Okay, I want to go home, take me home." she said casually.

The Doctor turned around and smiled at her. His eyes had that ancient note that always confused Clara. His voice was much quiet now.

"Of course you do, Clara, I expect so after what happened today, and I'm sorry, and, and... I just wanted to say thank you.

Thank you for travelling with me, we were brilliant, you were great, you were wonderful, and I hoped that I could travel with you a bit longer, and I wish you a.. what are you laughing about?" he interrupted himself when Clara's eyebrows travelled further and further up her forehead and she started giggling.

"No! Not home like _that,_ you sentimental oaf! Even though I'd love to keep listening your serenade about how great, wonderful and brilliant I am, I'm tired so pop me off to the Maitlands so I can sleep!"

His just kept staring into her bluntly and his mouth opened and closed like a goldfish.

"Oh. Oh, so you're not leaving. Oh, good. Very good." He let his breath out in a sigh of relief. Then his expression turned into one of annoyance, his eyes rolled and his cheeks went red. "And that wasn't a serenade, Clara, I'm not..." he started, but huffed in frustration as he started tinkering with the TARDIS again and banged his head against one of the screens, earning another laugh from Clara.

"Anyway, I'll have you know that I can sing a brilliant serenade if I want to. Not that I ever have... well, not with this face. So, slight change of plan, if you need rest I think I know just the place!"

"Where and when are we going?"

"We're going somewhere and somewhen nice and cozy where you can eat your chips." he replied. He pulled some levers and sent them into the vortex again, but the TARDIS didn't jolt and shake. The flight was surprisingly pleasant this time.

"What happened to all the shaking?" asked Clara.

"I turned on the stabilizers, since you're sitting." he replied as he paced around nervously, clearly annoyed by the fact that he didn't have to hang on for dear life.

"So every time we flew, you could have made this part relaxing, but you didn't because _it was boring __to __you__?_" she asked, her voice becoming sharp. _I have to grab the railing to stop myself from bouncing around the walls because it's __more __fun to him?_

He shrugged. "I leave the brakes on, we go faster, and it makes that cool noise. Unless I turn on the blue boring-ers." he finished sheepishly, pointing at the small blue buttons on the console.

Clara didn't have no strength in herself to argue and just sighed. She felt her eyelids getting heavier and heavier, but she still wanted to talk about something.

"Doctor, what happened to the Guardian?"

He stopped pacing around and leaned back against the console, facing Clara.

"Don't know, he used his vortex manipulator to escape and I had no time to lock on to him and follow." he responded, his voice much quieter and serious now. "What I don't understand is how he survived getting shot. I should check the TARDIS database for him."

"Well, he told me he wasn't human, but that still doesn't explain how he suffered two bullets to the chest and was still fine." she responded as the Doctor started fumbling with one of the screens on the console. After a few seconds, he pushed the screen away and turned back to Clara.

"Well, that's odd. There's not a single mention of him in the TARDIS database, nothing. And the TARDIS can access almost every database anywhere, there's _literally_ no mention of the Guardian in the whole universe." He sighed. "Also, he said he isn't human and that he can last a bit longer. I know he was tough, but _last__ a bit longer?_ What do you suppose he meant by that, did he tell you what race he was?" he asked.

Clara shook her head. "He didn't really say much other than the fact that he's older than he looks and that he travels."

The Doctor seemed to contemplate that thought for a moment, but then the TARDIS landed and he jumped up. He pulled Clara out of his comfy chair, and led her out into the outside world.

"Well, I suppose we will never find out. Sometimes, you're just left to wonder. Now, come on, it's time for chips! Welcome, Clara, to my house!"

They burst out of the doors, and Clara found herself in front of a huge white house, that resembled a mini-mansion. She looked around and saw that the landscape was very familiar.

"You have a house on Earth? I thought the snog box was your house." she said with a yawn that muffled half her second sentence.

"Well, I do live in the TARDIS, but it's not really a house, is it? And no, not Earth. We're on Iridia seventy-two, the year is 1591, and this property was a gift to me from the population of this planet. I might have or might have not saved their planet from nuclear war at one occasion, so they decided to repay me by giving me a house. It seemed like a useless gift at the time, but today it's splendid!" he mused majestically, gladly reminiscing something he probably regarded as 'old times.'

They walked up to the large wooden doors. There was a small sign above the door-frame, which Clara read out loud.

"_This house is the property of our good friend and dear savior, the Doctor." _she mused and giggled. "Well, someone is showing off."

The Doctor scoffed. "Am not! Besides, I didn't put the sign there, showing off isn't really my thing. So, what do you think?"

"It's nice, and it's really big." Clara muttered. The Doctor grinned and nodded giddily.

"Yes, it really is. Nothing compared to the TARDIS, of course, but it can be quite refreshing. Now, come on, make yourself at home!" he exclaimed enthusiastically and pushed the doors open.

"You leave it unlocked? Anyone can get it, can't they?"

"The lock is isomorphic, responds only to my touch. A single snap of my fingers can open it, but you couldn't knock it down without a sledgehammer. And no one on this planet owns a sledgehammer, that would be unacceptable." he replied quite fondly. He seemed very happy for some reason and he made it very easy for her to forget the horrors of today.

"Bit keen to get me into your place, aren't you, Doctor?"

"Hey, I don't see you complaining." he shot back with a smirk.

"Hey, the teasing is my job, stop it." she replied, blood rushing into her cheeks, probably turning into a blush.

"Make me." he replied, not missing a beat. _Okay, he's getting too good at this, _thought Clara as she felt those two words send butterflies through her stomach. The Doctor chuckled to himself when Clara failed to conceal the smile growing on her face. "Ha-ha, got you."

Clara tried to ignore him and looked around for a few moments, then burst out in laughter when she entered the house. It looked quite impressive, the walls were TARDIS blue, but the only thing she could see was a large chest in the corner of the hall that was overflowing with bow ties, different sizes, colors and patterns.

"Seriously? A whole chest overflowing with bow ties?" she said, her questions mixed with giggles as she pointed towards the bow ties.

The Doctor just shrugged and straightened his bow tie, unfazed by her laughter. "It's just a few hundred of them, hardly overflowing. You never know when you need another bow tie. You can never have enough bow ties, Clara, remember that, that's rule number one. Well, actually, it's not rule number one, I think it's rule nine-ish, but the point still stands, doesn't it?"

Clara laughed slightly. "Doctor, shhh, you're rambling again. And what's rule number one?" she asked as they went up the stairs.

He grimaced. "Rule one is that I lie, all the time. The Doctor lies."

"Is that why your chin is so big? Because you lie all the time?" she asked playfully, but the Doctor just looked at her disapprovingly and rolled his eyes.

"Really, Clara? Another go at my chin? Seriously, what _is_ wrong with my chin, can anyone tell me?" he asked with a pout, looking around like someone is going to pop out of the dark and answer him.

"I never said there's anything wrong with it, did I?" she said.

He huffed. "You keep saying it's... big."

"Just because I tease you about your chin, that doesn't mean there's anything wrong with it, Doctor." she replied truthfully.

He let out a small smile. "Oh. Well, you make it sound that way."

Clara noticed him shuffling closer to her every few seconds as they walked up the staircase chatting about different things, and taking her hand. She found it odd that a 1,200 year-old alien wanted to hold her hand for no apparent reason, but after spending two days in prison, she didn't really mind it, and took his hand and squeezed it, which he noticed. He didn't look at her, but Clara saw a small smile playing on his lips. Clara felt really tired. Her vision blurred slightly and she began feeling slightly dizzy.

Then out of no apparent reason, she felt her legs growing weaker and weaker with every step, and she stumbled and collapsed to the floor. Or she would have, if there weren't a pair of long hands to catch her.

_Okay.  
_

"Doctor?" she asked, her voice weak. She was dangerously close to the floor, but the Doctor managed to catch her. He probably noticed his face was just an inch away from her, and with something between a shy smile and a smirk from Clara, he jumped back slightly and cleared his throat. She wanted to get up from that very compromising position but she found that she had no strength in her to do that, and that she could probably fall asleep right there.

"It's okay, you're fine, it's just an aftereffect of the Silence, you just need some sleep. I'll take you to your room." he cooed her as he scooped her into his arms, and started carrying her, bridal style, one hand under her knees and the other under her arms. Clara was very sleepy and she decided to let him carry her. Not that she minded it in the slightest. _His hands are really comfy, after all._

"I know you have a thing for me, Chin Boy, but I trust that you won't take advantage of me in my sleep." she teased him.

"Clara, please!" he exclaimed like a scandalized maiden and pushed Clara away from himself as much as he could without dropping her.

"Oh, stop it, was just kidding." she mumbled as she snuggled closer to him, which he didn't seem to have a problem with. She didn't know if it was the temperature or her sleepiness or something else, but the Doctor was really warm right now. She was practically nuzzled against his chest now, and she looked up and noticed that he seemed quite happy with Clara being in his arms. She giggled when the Doctor opened a door and banged his head against the door frame.

"Ow! Blimey, they're really short, the inhabitants of this planet." he lamented. "You'd like them." he added.

"Was that an insult to my height?" she said as she poked him between his ribs.

"No, no, oi, that hurts. So here's your bed, Clara. It's quite comfortable, as far as I remember." he whispered as he pulled the covers off a king-sized bed and placed Clara onto it. She would usually refuse to be tucked in, but she was too tired to argue. _He was right, the bed __is__ really nice and warm._

However, he had promised her food and tea, which she didn't forget.

"It's time for chips, Doctor. Didn't they get cold?"

He smiled as he took a nearby chair and placed it near Clara's bed. He sat on it. "No, they wouldn't, special bag, temperature stays the same. Also, you'll find that it's not really chips." he said, placing a tray next to Clara and placing the contents of the bag on it.

_Really?_

"Doctor? What is this? I was promised chips, and I get... this?" she asked, her voice getting louder and louder with every word. The tray was occupied by a mug of tea, a dozen fish fingers and a bowl of some kind of sauce that seemed to be custard. _He can't even get proper food._

"Clara, I know you don't believe me, but it tastes incredible, please try it! You'll like it, cross my hearts!" he assured her, drawing small crosses over each heart.

Clara sighed. "Fine. But I would refuse if I wasn't famished, you know." she said as she took a fish finger and dipped it in the custard. She looked at the Doctor again, who grinned and nodded giddily. For some reason, he was very excited about this. She took a bite. She expected it to taste revolting, but she was pleased to find out that it was actually...

_...Tasty?_

She stopped eating for a few seconds and just looked at the Doctor to see his reaction, he was excitedly rubbing his hands against the other, and asked with a grin plastered on his face: "So? What do you say? Like it?"

Clara didn't say anything and took another fish finger, dipped it in the custard and took another bite. _How is this so good?_ After a few seconds, she started nodding approvingly.

"This is good, I like it!"

He exclaimed a loud "Ha-ha!" and started dancing around the room with a series of exclamations of happiness. He ran back to Clara, and she responded with something between a laugh and a scream when he picked her up and twirled her around him. She couldn't resist joining him in his pointless happiness and laughed together with him.

"Hey, stop it! What's with you, I only said I liked it." said Clara in between the laughter attacks. He stopped twirling her and put her back down on her bed. He sat back next to her and took a fish finger. His voice was much quieter now but equally as happy.

"It's nothing, nothing, it's just... I've spent more than three hundred years trying to find someone who likes fish custard, apart from the Ponds. Thank you for liking fish custard." he said with a glint in his eye. Still, he was smiling like a child at Christmas morning. _At least he's very good at making me laugh, I'll give him that._

"You're insane, Doctor, you know that? But a good kind of insane. Mad. Goofy." she mumbled while chewing a fish finger. He chuckled, and much to Clara's surprise, leaned and pressed a kiss to her forehead.

Confused, Clara jumped back slightly and touched the spot on her forehead. She tried to ignore how it made her feel all warm and fuzzy inside.

"Hey! What was that for?" she demanded, her eyebrows raising but a smile growing on her face. He just shrugged and smiled nervously.

"Don't know, I just... I'm glad you're safe now."

Clara couldn't help but give him a wide smile. "Well, I'm safe, so I'm going to sleep now, unless you plan on creeping up on me." she said as she moved the tray to the floor and positioned herself more comfortably under the covers. As much as Clara enjoyed spending time with him, she was very tired. The Doctor jumped up to his feet.

"No, of course, things to do, new sonic to get, um, if you need anything, just shout and I'll be right there, Clara, sleep well." he said awkwardly as he stumbled back to the door, narrowly avoiding another collision with the door frame again, and exited her room.

Clara tried to settle on the bed until she heard a distant sound of something, or maybe someone falling to the floor with a loud thump. She couldn't imagine anyone following them, but she was curious. She opened the window near her bed that overlooked the entrance to the house and saw a very familiar sight.

The Doctor was bringing a small portable table and chair to the house. He placed them in front of the large doors and sat on the chair. He took out his sonic and leaned back into a more comfortable position. Every few seconds, he would wave his sonic around, scanning the perimeter. He seemed very happy for some reason. _He's doing it again, isn't he?_

"Do you ever sleep, Doctor?" she shouted from the window, making the Doctor jump up from his chair and turning to face her.

"Oh, hello! Don't be silly, Clara, I got four hours of sleep a few days ago, that's enough for weeks!" he said like it was something obvious.

Clara grinned. "You're doing it again, aren't you?"

"Doing what?"

"Guarding me."

He smiled shyly. "Maybe. Don't come down, Clara, or wi-fi monsters might try to crash a plane into us, go back to bed. You're safe, I promise." He grinned and waved to her. He turned around and sat back on his chair, excitedly tampering with his new sonic.

Clara was still smiling as she hopped back to bed and wrapped the soft blankets around her. Even though today was really a difficult day, she could sleep without any worries. With the Doctor watching over her, she knew nothing could happen. Exhaustion washing up over her, Clara fell asleep almost immediately.

* * *

The Guardian appeared in the middle of an alley, which he presumed was back on Eltebraxis IV. So at least his vortex manipulator didn't let him down. Promptly, he collapsed to the floor and tried to even his breaths. He knew it was of no use, since he's been shot, twice, and the process has probably already begun. The pain was slowly becoming more and more bearable, but his hands were gradually becoming unnaturally warm, just like last time. After a few seconds, a short black-haired woman appeared around the corner and started running to him.

"There you are, I was worried sick, when..." the woman started, but when she saw his wounds, she kneeled to him and started examining them. He seemed very pale at first, but his skin was quickly gaining its color back, almost pulsing with it.

"Oh, no. You're not going to make it, are you?" she asked, much more quietly and with a strain to her voice.

"No, Anna. I won't. Still, at least I saved someone this time." he replied, quite content with the idea of dying. His fingers were now very hot, and he stood up. The overwhelming feeling that he experienced only four times so far was coursing through him again, and the pain subsided completely.

"You need to be more careful, you know? You've done this two times in the last four months." she said, in a much more casual tone.

"I know, but it's a very long story, I'll tell you later. Now you know what's happening, step back a bit. You'd think after doing this four times, I would get better at it. And I have no idea how to properly do this. Hopefully, I'll be nicer now, I've been too awkward this time." he said as his breaths started becoming ragged and the light started emanating from his face now.

The woman sighed and took a few steps back. "Well, good luck."

He grinned. "Thanks."

Then, he launched his arms out into the air as the fire started burning through him and out of him, enveloping him whole, pouring out through his arms and face as a golden flame that rewrote his entire physical existence.

* * *

**A/N: I hope you enjoyed reading this chapter, took me quite a while. Basically, I wrote the Guardian because I didn't want the Doctor to be the last one. I made him run into another Time Lord by accident, because according to him, 'that's what the universe does for fun.'**

**Don't know when the next chapter is coming up, but I hope it won't be as long as this time. Any review and feedback is appreciated, see ya!**


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